The Rest Of My Life
by Marvel fiction
Summary: "Face your past, change your future. Time can be rewritten. Not once we've read it, once we know it. She died once, the punchline to the sick joke that is Peter Parker's life. You lived with it for a lonely decade. Now time has given you the pen to rewrite that night. So go Peter, change the night Gwen Stacy died and save her, for she is your path!" Fluff and Romance - rated T
1. Prologue: Time can be rewritten

**Author's Notes: New story everyone, and this is my biggest, cleverest, hardest one yet. So, we're talking time travel stuff here, real mess with your head stuff, so I had to sit and watch Looper to get a better understanding (Great film, Bruce Willis and Joseph Gordon Levitt) Anyway, So I've had this awesome idea in my head for ages and finally, as I've hit a little bit of a writers block for We're Best Friends, I decided to start writing it, so I can switch between stories, give my brains something new to write every once and a while.**

**Important bits. Set during the second half of TASM2, but Electro never happened, only Harry as the threat, and The 'I love you' Bridge scene done a few days before her demise, as appose to on the same damn day! Sigh, anyway, this is an awesome romantic and fluffy story of a man's love giving him the chance to correct a mistake he made a long time ago.**

**Emma and Andrew are as always the inspirations and I aspire to write them as best I can. For older Peter, I envisioned Andrew Lincoln, long grayish beard, slick back hair, thought that'd be quite cool, and also called Andrew haha.**

**So, here it is, the prologue to The Rest Of My Life. Hope you enjoy the bloody long prologue, and tell me in the reviews if you want to see it continued, cos I definitely am gonna! - Dave**

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><p><strong><span>Chapter One: Prologue: Time can be rewritten <span>**

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><p><em>"Anger is an acid that can do more harm to the vessel in which it is stored than to anything on which it is poured." - Mark Twain<em>

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><p>::<p>

"Mmm, this is nice." Gwen hummed contently, coddling into Peter, melting into the nooks and grooves of his chest, softening and yielding to his warmth. Her back sunk into the curved center of his pectorals, lulling her head back with a jovial smile across her delicate rosy lips. His arms curled around her waist and held her tight to his lithe frame, never letting go, a secure belt of muscle around her. His legs were the borders to the pale shores of her curvy legs, currently pouring like cream out of her Pajama shorts. Her toes slid up and down his calves, the rough texture of his black distressed jeans scraping along the smooth curl of her toes. His white socks poked out the ends of his jeans, waggling slightly across the silky ocean of lapping bed sheets beneath them both.

"Yeah...you look _so_ good in your PJs." Peter whispered to her ear, afraid that any louder would cause a thicker blush to stain his cheeks. Gwen mumbled a delighted giggle, deep in her throat as Peter flipped the luscious golden tresses of her hair to the other shoulder, alleviating his desire to leave damp kisses up and down her soft and smooth neck, stopping at the hem of her beige Pajama top. He suckled on a pumping vein and she cooed, listing her head back against his cheek, turning slightly so her eyes met his, inches apart, noses brushing.

"I can't believe you wrote 'I love you' on the Brooklyn Bridge." She laughed softly, lifting a hand to stroke his cheek. "You're a real old school romantic, aren't you Peter Parker?" she giggled. Peter shrugged and grinned against her neck, nibbling on her soft skin and kissing the curl of her jaw.

"Guess I am. I meant it, too." he breathed, Gwen smiling wider and wider, turning her head back to look down at his hands around her waist.

"Oh, did you get to see Harry?" Gwen asked gently with her deep husk tones, soothing silk to his ears. Peter smiled and shook his head, nose nuzzling her jaw, licking his dry lips.

"Not yet. He's umm...sorting stuff. You know, bout his Dad." Peter whispered into her neck. Gwen mumbled in response, nodding to herself.

"Oh hss...yeah, yeah, of course he is." She solemnly winced for the Fatherless Osborn, letting the reality sink in, huffing against Peter's cheek. "Aww, poor guy. I can...relate to that." Gwen sighed heavily, shrugging lightly, looking down at Peter's lean forearms around her lithe waist. He kissed her slowly on her heart shaped jawline, trying to put her mind off wandering down the cold dark path of thought, shrouded around her own Father's demise.

"Hey, he's okay. He'll be okay. I'm gonna go see him at Oscorp Tower later today." Peter smiled lightly against her neck, pecking a damp kiss on the soft dangling flesh of her earlobe. "You wanna come with? He thinks you're great." Peter grinned along her ear, Gwen humming enjoyably. "I do too." he added quietly.

"Well, I think _you're_ pretty great too." she beamed at him, kissing his nose gently. "But no, I can't. I've gotta go talk to my professors about moving to England." she stroked his thick upper arm, feeling the muscles twitch and his soft kisses sharpen at her words. Her stomach churned slightly, the settled and fluttering butterflies in her chest become swarming hordes of bees. She hated the idea of leaving him, but she'd always wanted to go to Oxford, for as long as she'd been interested in Biology, dating back to the fourth grade.

"Do you _have_ to go to England?" Peter breathed a choked mumbled against her neck, kissing softly behind the curve of her jaw. Gwen moaned loudly and swiveled in his arms, twisting her body around so she straddled his legs, hands pressing into the fabric of his blue T-shirt. Her bright green eyes dimmed slightly as she saw the dull and deprived glimmer in Peter's big brown eyes, downtrodden by the sheer thought of her leaving for another country. Gwen lowered her head to his chest with a groan and gently slapped his chest in a quick rhythm, as if trying to think of something, anything to say.

"Peter, come on, we talked about this, huh?" She looked at him, her bold eyes taking a slight caring squint to him, her lips quirking into a pursed form, puckering as she concentrated deeply on his eyes. He licked his dry lips, leaving the red skin glistening in the basking light, currently pouring in like liquid gold through the slits in the blinds. "Hey, you said you were okay with it." she said, getting his attention back on her, her full lips left in an oval as she paused to let him speak, to find out how her Bug Boy truly felt.

Peter sighed loudly through his flaring nostrils, wetting his bottom lip over his top one as he stared deeply into her eyes, lost in the evergreen strands of her irises, tangled in lime vines. He shrugged and looked left and right, trying to ignore her stare as his neck flushed a light red, up to his chin.

"I-I thought I umm, I thought I was, I dunno..." he whispered gently, choked tones. He lifted a busied hand from leaving tracing circles on her hip bone, to run up through his wavy windswept locks, sighing loudly. He gaped at her a few times, finding words shattering on his tongue, seconds before they left his lips. He was so lost in her concerned and concentrating gaze, he was losing the ability to breathe, her so close to him. "Y-You're...you..." he groaned and threw his head back against the headboard with a dull thud, shutting his eyes tight. Gwen sighed and dropped her head slightly, clicking her tongue in her cheek and nodding to herself, a bob of her eyebrows.

"You know what, forget I said anything." Gwen hopped off his lap, but he whimpered, gripping her hands gently and pulling her back down to straddle his waist, bringing her nose to his again. "What, Peter?"

"I don't want to lose you." He mumbled, eyeing her chin, his gaze dropping to the swell of her chest as she breathed, lifting his gaze back up to her expectant eyes. "I-I don't...what if you..." he run his hands down his face and groaned loudly, shaking his head. He sudden threw his hands down and licked his lips, throwing his head back up to eye the ceiling, his Adam's apple straining against his neck, somersaulting beneath the skin of his throat.

"What if I what?" she asked softly, intelligently, dumbly as she eyed him, her lips parted as the words fell so gently from her mouth, it required barely any movement from her full red lips. She nudged a finger at his gulping neck, making him look down at her. "Hey, what if I what?"

Peter quirked his lips and sighed, lifting his thumb to scrape along the belly of his bottom lip. Gwen growled in her throat and rolled back on her hips, her palms running down her eyes. He gaped a few times, but little than a croak sounded. He wanted to bark, but all that came were tiny whimpers.

"You are _so_ difficult to talk to, honestly." She spat, her oval lips crinkling into a frown, eyes hard. "Really, I think I'd get more of a conversation out of a...a...a goldfish!" she slapped a hand to her bare thigh, shaking her head at the quiet teen. She huffed at his lack of a response and got up off his lap, padding across her current dorm room, empty and all theirs. Peter sat up and spun his legs off the side of the bed, trying to think of how to explain to her. Then, an idea. A sappy, hopelessly romantic idea, but he went for it.

"Gwen..."

"Busy." she snapped, leaning over her desk, illuminating her laptop's screen and scrolling through her emails. Suddenly, with a loud volume blast, a song filled the room, Gwen startling as she turned quickly to locate the noise. She stared at Peter with wide eyes, her eyebrows lifting into her fringe. He was stood before her, hands behind his back and his phone plugged into her bedside table's Phone dock. The speakers thumped the cheery and celebratory tune into the air, reverberating off the Dorm's walls. The Einstein and Ryan Gosling posters crinkled along her wall, their printed eyes watching the pair.

"It's umm..it's _Blue Swede_..." Peter cleared his throat, grinning to himself, eyes lifting to hers. "_Hooked on a feeling_. I-I know you like this one." he smiled. Gwen rolled her eyes and couldn't help the quirking smirk to her own lips. He cleared his throat and stepped closer, taking her hands in his, trying to swallow the rapid heartbeat in his chest and the embarrassment in his cheeks.

The song's interesting introduction of the repeated _"Ooga-Chaka Ooga-Ooga"_ neared an end, and Gwen saw Peter clear his throat again. She grew nervous of him, for him. "Umm, what are you..."

_"I can't stop this feeling, deep inside of me..."_ Peter mouthed the lyrics, perfectly in time, making Gwen burst into fits of giggles._ "Girl, you just don't realize...what you do to me!"_

"Peter, Peter st-stop!" she laughed as he chuckled, grinning, taking her hand in his and lifting them up over her head, spinning her around, Gwen clumsily pacing in a circle, covering her mouth as she laughed. Peter's grin grew wider and he began to move with the rhythm, rolling his shoulders and bouncing his weight lightly from foot to foot.

_"When you hold me, In your arms so tight, You let me know...Everything's all right." _He mouthed the words with passion, pressing a hand to his chest, pointing at Gwen with a smirk, making her laugh and snort harder. "It's true, you know!" he called, breaking character, smiling softly at her, going back into dancing lightly. Gwen crossed her arms and swallowed her laugh, shaking her grinning head at him, flashing her pearly whites between soft red lips, pinching her tongue's tip between dentures.

"You're a romantic fool!" she laughed, shaking her head as he nodded enthusiastically. He held a palm out to her, beckoning her to take it. She huffed and rolled her eyes, taking his hand with a grimace. "Whoa! Oof!" she called as he pulled her into a spin, landing against his chest, off balance and woozy.

Peter laughed and pressed his palm against the small of her curved back, taking her hand in his other, spinning them both around the room, sliding feet across the laminated flooring. The song played loudly on the stereo, Guitar rift echoing in their ears, making them both smile.

"_I'm_ hooked on a feeling, I'm high on believing...That_ you're_ in love with _me!_" He spoke the lyrics with his genuine voice, the sounds slightly croaky and out of tune, but all his and hers all the same. Gwen laughed and shook her head, smirking at him.

"I spoke too soon. You're just a fool!" she chuckled as he nodded enthusiastically again, making her keel her head back and chuckle. As the song drew to a close, Peter and Gwen both caught their breath from dancing uselessly around the room, both of them occasionally chortling still. Peter gulped over a panting breath and nodded at her as silence filled the room. He sobered and lifted her hands in his.

"It's true. I-I am... I am _hooked_ on you, Gwen." he smiled lightly at her. Gwen smiled sweetly and watching him gulp, sighing. "And, it's just...the idea of you, being so far away...f-for two years..." he huffed loudly and drained his calming lungs of oxygen. "What if you...fall for someone else...someone better." he shrugged. Gwen's eyes turned bulbous and shocked on his, awe on her lips. "That's...it's...yeah, what I'm afraid of. Losing you."

Gwen scoffed and Peter looked up at her, raising an eyebrow. "Wow, my_ god,_ you _are_ a fool!" she scoffed loudly, shaking her head, a look of disgust on her creased lips and crumpled button nose. He reeled back and once again gaped akin to a fish, unable to respond. "Seriously Peter, you think I'd fall for someone else?"

"I-I-I dunno...natural fear, I guess..." he shrugged, looking down at the floor, similar to a berated child, hand still red from being caught. Gwen took his hand and led him back to her crumpled bed sheets, sitting him down, her beside him. She flicked her long and curled hair out of her eyes, licking her delicate lips before hoisting up her long and curvy pale legs, resting and stretching them out across his lap. Instinctively he began to smooth a hand along the soft and delicate skin of her shin. She slapped her thighs lightly to get his attention, and so his eyes met hers again.

Suddenly the moment shattered, as Gwen's ringtone vibrated across the table. She snapped her gaze to it and opened it.

"Unknown number?" she raised an eyebrow to Peter, who shrugged, pursing his lips at her. She flicked her hair aside and pressed the phone to her ear, propped back on her elbow. "Hello? Hello?" Gwen spoke softly into the phone repeatedly, only hearing what sounded like muffled static or mumbles. "Hello? No? Okay then." she hung up, shrugging and shaking her head, placing the phone back on the table. "That's like the fifth prank call I've received at college." she huffed, shaking her head. Peter chuckled and stroked her legs in his lap. He sighed and knew the subject hadn't been forgotten, so decided to rekindle it head on.

"Gwen...just...England is so far away, and...you being away from me is...you could fall for someone better, and it kills me to just..." he huffed, rubbing his face.

"I love you. _I_ love _you_, and only you...you big Doofus." she chuckled as his eyes bolstered wide, jaw dropping open, lips twitching as he let the dreamy words sink in for reality. Peter suddenly broke out in a wide lop sided grin, ear to ear, skin around his eyes crinkling along with his flaring nostrils.

"Really? Y-You love me?" he asked her with a slight choke on spit. Gwen nodded dumbly at him. "Seriously? Me?"

Gwen huffed and shook her head to the ceiling, groaning. "God, you are impossible!"

"Huh?" he quirked his lips to a bemused grin.

"_Im-pos-si-ble_. Adjective, you are Impossible, unreasonable, objectionable, difficult, awkward-" she counted off on her fingers until he leaned across her legs to envelope her chattering lips in a soft kiss. She moaned and sunk into the kiss, slow and languid, wet and delicious. He let himself dissolve completely, lips meshing and softly grinding against hers, tasting her lips, sweet and tranquil. His taste buds exploded with euphoria as he could feel the sensation of her sharp raspberry lipstick, the sweet nectar of hot chocolate remnants and finally all cocktailing with the modicum of a taste that was so entirely Gwen. He felt her moan reverberate down his throat, returning the sensation with his own low hum, passing it to Gwen, who felt it churn in her belly, coiling the white hot band of pleasure currently pooling within her core.

Finally with a gasp for air, they both peeled their delicate and swollen lips apart, Gwen licking at the areas he'd just been on her mouth. Peter did the same, smiling at her. Gwen ran a hand through her hair, panting and blinking to shrink her blown wide pupils of lust.

"Impossible...huh?" Peter panted, grinning proudly at her reaction. Gwen tutted and punched his shoulder playfully, his hands finding their respectful places on her bare legs, stroking at her calves and massaging her toes. "I can't believe you said you love me." Peter laughed, giddy at the idea that the beautiful, perfect in every way Gwen Stacy loved him. "I-I mean, I've said it, I wrote in webbing on the bridge!" he chuckled, Gwen smiling at his reaction to a simple set of three words, of what they meant to him, a boy with only an Aunt in his life. "But...to hear you say it is just...I..._G__wen Stacy_ loves me!" he blurted.

"Okay, please don't say my full name, it's really weird." she laughed at him. "I'm so surprised that _you're_ surprised! Here, let's take a look at the highlight reel, shall we?" Gwen smirked, lifting her palms to count her fingers, Peter grinning uncontrollably at her. "Okay, Okay...Number one: You entice me by standing up to bullies, taking the pummeling for them, with no ask for a reward. Wow, hot." Gwen quirked her lips, sucking in her bottom one and clamping her teeth on it, making him groan, aroused at the sight. She grinned at his reaction and the feel of his sticky thumbs massaging her legs.

"Number Two: You kiss me for the first time with the most passion I have ever seen, like, ever. Even-even films don't have kisses like that!" Gwen laughed raspy, her husky tones carrying like sultry smoke in the wind. "So umm...yeah, that was nice." she nodded and shrugged nonchalantly, making Peter grin. "Number three though..." she looked at him and saw his smile slowly falter. "You promised my dying father to stay away from me, to keep me safe."

He looked downtrodden by the memory and lowered his gaze, an almost guilty look slapped on his features. Gwen lifted her leg and slid it along his chin, her smooth velvet skin sliding across his prickly stubble. Her toes cupped his jaw and tilted his head so he looked at her, smiling at how she was. Propped on her elbows, leg bent to cup his chin with her toes, smiling coyly at him. She was beautiful in every way.

"You promised him, you kept it too, for a while. but then...you came back to me." she smiled, leaning up, crunching her abs to ball up his shirt in her fist, knee pressed to her chest as she kept her flexible leg bent to cup his chin. He slid a hand up her calve, caressing her heel and pad of her toes. "You broke my heart, and yet I couldn't stop thinking about you, couldn't stop wanting you." she breathed into his cheek, closing her fluttery eyes.

"I was always gonna fall in love with you, Peter Parker." Gwen whispered across his lips. "I can't help but love you. So don't look so surprised when you hear me say it, cos it's so true it hurts." Gwen brushed her lips lightly across his, sliding her leg out and smoothing the calve along his chin, resting her knee against his ear and wrapping her leg around his back, holding him there. "We're not on separate Paths, I was wrong." Gwen breathed lightly against his lips, Peter whimpering as he wanted her closer. "You're my path, always will be."

Peter stared at her, eyes brimming slightly, thumb lifting to brush along her cheek, both their eyes locked, the brown and green strands of their irises tangled together. He stared into her eyes, knowing that she loved him, with all her heart, hearing it thump against her rib cage, blood rushing in her ears. He smiled and stared into her eyes with new resolve.

"You should go to England." Peter beamed proudly, and Gwen's smile widened, as she had his support, the only support she truly craved. "Y-Yeah, you should go, go to Oxford. I can umm...I can wait two years."

"What changed?" Gwen beamed, inches from his nose, both tangled in the other's limbs. He smiled.

"I heard how much you love me. Th-That's enough to keep me going. Plus...guess we can Skype." he shrugged.

"Guess so." Gwen nodded, laughing giddily. "You really support me?" She broke out in a loving grin.

"Of course. You're gonna be amazing, Gwen Stacy. You're gonna go to England and get like, _all_ the grades and _all_ the degrees and be the most amazing scientist ever." he laughed against her cheek, Gwen cackling too.

"I love you." she breathed, blinking her happy tears away.

"And I love you." Peter whispered into the soft spot along her nose, before brushing his lips along hers, enveloping her in a sweet kiss, moaning into her mouth as she balled up his shirt and pulled him down atop her, leg pulling him with her. He ran his hand up her curved leg, lighting her nerves on fire with intoxicating sensation. "God, you're flexible." Peter grinned against her lips, dropping down to kiss her neck, Gwen lulling her head back atop a pool of golden tresses.

"Uh huh. Yoga, buddy boy." She smirked as she felt him suck on her jugular. "Urgh, you should try it..."

"What, Yoga?" Peter asked between kisses. Gwen nodded, biting her lip and tugging his head down by squeezing her calve around the nape of his neck. "I'm Spiderman, I'm umm...I'm pretty flexible, Gwen."

"Show me." She huskily and lust hungrily breathed, panting as he kissed along the swell of her breasts, at the collar of her shirt. Peter's breath hitched. He looked up at her for conformation and she nodded, gulping as she tugged lightly on his hair. "_Show me_, Bug boy."

"Was that...a uh, a rhetorical order? Bout yoga?" he asked, grinning lightly. Gwen smirked and bat her eyelids.

"Why Peter Parker, what_ do_ you take me for?" she smirked. He chuckled and nodded, returning to caress her hips and kiss along her chest. Then...

_"All Units near Brooklyn and Cadman Plaza, we have reports of a speeding and erratic vehicle on the Brooklyn Bridge, possible D.U.I. Suspect is driving a stolen beige Sedan, advice caution, over."_

Both Peter and Gwen groaned loudly and collapsed in sheer annoyance in a bundle of limbs, listening to the scanner crackle in the corner of the room. He laughed against her soft chest, looking up at her, sniffing her aroma, lavender and the intoxicating scent of her. Just solely her.

"I'll be quick." He said, sitting up and stroking her thigh, smiling at her. Gwen laid out on the bed, smirking devilishly at him. She watched him hop off the bed and grab his backpack, pulling it over his shirt's shoulders, sliding his converse shoes on. Gwen turned on her side, resting her hand on her accented hips, propping her head up on her palm, elbow sunk into the mattress.

"Hurry back, Bug boy." she huskily called, her tone dripping with seduction. He groaned and took in the sight of her. She bit her lip and winked, making him shake his head at her.

"You're evil!" he grinned, quickly kissing her before gripping her shoulders lightly, staring down at her. "Hey, Hey, guess what..." He whispered, Gwen raising an eyebrow.

"What...?" she trailed off.

"Gwen Stacy loves me!" he hollered, Gwen shaking her head and laughing, batting his shoulder.

"Be quiet! Still in college, you know." she laughed. He nodded, licking his lips as he took her shoulders again.

"Hey, Hey guess what?" he whispered quieter, eyes alight. Gwen smirked and shook her head at him. "_Gwen Stacy loves me!_" he whispered at her, making her laugh beneath him.

"Get out, you lunatic." she chuckled, watching as he leaped out the window, swinging on silver vines across Manhattan, whooping loudly in the sun.

::

Peter stood atop the spire of a wind billowed skyscraper, feeling the cold whispers of air rake along his spandex skin, his Rucksack taped to the spire by Biocable webbing. He took a deep inhale through the tight rubber mask, feeling it damp and cool against his concealed lips. He shook the clamminess from his fists, taking in the chorus of New York bustling below him, rifts of car horns, choirs of sirens and the inaudible backing track of thousands of voices.

"Whew...'nother day New York, let's see what you got for me!" He hollered, simply teetering forward on tip toes and letting gravity grip his collar, hauling him down off the edge of the pin prick spire. Immediately he fell into a smooth and languid pencil dive, hands pressed to his rubbery blue thighs, the wind barraging his senses, rippling the tight red spider between his shoulder blades. "Woo-hoo!" he screamed as his feet just brushed the wide towering wall of the skyscraper, his mirrored reflection on the glass falling at breakneck speed, shimmering and flexing across the blocks of panes.

As New York's pavement opened it's maw beneath his dive, he listed his head back and closed his eyes, enjoying the sensation of sunlight soaking into his cool Spandex coating, the wind's cradling hands around his belly. He eventually had to abort the freefall, lifting a wrist to the sky, a puff of propellant gas sprouting from his wrist, firing an arching strand of silver across the Manhattan skyline. The cable suddenly tugged him upwards and his feet swooped up from his dive, knees pulled up to his chest, pendulous swing commencing millimeters above the churning sea of yellow Taxi Cabs.

"She loves me, _yah-hoo_!" Peter boomed as he felt the tethered cable hoist him up into the air, pooling all his weight into his toes, shooting him skyward, away from the cable. In a vibrant motion of blurring red and blue, he released the cable in his grip and shot feet first into the air, hooking his heels around a gust of wind to drag him higher, before gravity noticed his defiance to the rule. With a concealed smile on his face, he rolled across the air and aimed his wrist outward, firing a slither of Biocable down to the next tower in his path, the crutches to his webs.

Peter swung low across the next red light junction, releasing the cable and corkscrewing his lithe and tight frame through the foot wide gap between truck cab and trailer. He shot a cable upwards immediately on exit and swung upwards again, pushing off from a lamppost to gather extra momentum. He reigned up high over the city streets, landing atop the next obstruction, being a gargantuan Skyscraper of concrete and glass. His feet touched down on the gravel top and he began a sprint across the rooftop, parkour running along hissing pipes and venting air conditioning units.

As he slid over a blocky metal cylinder of gushing hot air, nearby flocks of blackened pigeons took to the air, clapping wings and cooing at the startling red and blue arrival. The lip of the tower was nearing, a reflective still waterfall of glass panes taking up the side of the skyscraper. His toes pushed off from the metal edge and he falcon dived through the air, dropping just enough altitude to fire out another successful cable.

He swung up over the edge of Manhattan, towards the Brooklyn Bridge, hearing the torrent of sirens below, thrashing like a rampant river through the clogged riverbed of the Manhattan streets. Eventually though, the N.Y.P.D hit a dam to stop their river of cars, traffic at a standstill, leaving it up to Spider-man alone to tackle the issue.

He bounded through the nippy afternoon skyline of Auburn Autumn, gorgeous shades of gold and red painting dollops of color across the horizon, behind the glistening sun. Wispy brushstrokes of white lay across the sky, icy clouds forming along the weather front. Suddenly, his hearing pricked with a high pitch whine, his eyes immediately, automatically dropping to the streets below, veins to the pumping heart of New York City.

There was the source of his discomfort, the ringing sensation directing him to the two Children playing by the road, autumn leaves trickling over the pavement. Their bouncing rubber ball skipped across the tarmac, rolling out into the middle of the road, immediately grabbing Peter's attention. He peered up through his raised biceps, straining against tight rubbery fabric, hands coiled around the pendulous string currently tethering him to the blue sky.

He snapped his masked eyes back down to the children, watching the care free and innocent kids run out after their ball, laughs in their throats. Peter saw the speeding van, making him change course from the erratic lunatic on the Brooklyn bridge, a quick detour to save the kids.

He gave a throaty grunt as he tossed the cable aside and began his free fall between buildings, wind rapidly gushing by him, flapping along his tight spandex skin. He twisted his tight muscular torso through the air and hoisted his legs up before him, crunching his abs amid the gravity defying dive, aiming his right arm out between the blue valley of his thighs. His wrist recoiled as a shot of silvery string arched down in the wind, latching to a lamppost.

He tugged on the cable and swung down across the street, coiling his left arm around the kids and lifting them up out of the road, seconds before the careless van hit them, ending their autumn fun. Peter flipped over and landed on his toes with a thump, setting the two screaming kids down on the pavement, fallen dry leaves crunching under heel.

"Careful kiddos, coulda got really hurt, kay?" He crouched, propping his elbows across his knees, voice muffled slightly by the mask. The two young boys nodded and smiled, cold rosy cheeks tinting, their eyes bulging on Spiderman before them. "Good, now, gotta run!" he saluted the two puffy jacket clad kids, bundled up warm.

"Our ball!" one of them shouted, looking past Peter at the road, seeing the wind blow it around in circles across the tarmac, steam rising in twisters from the nearby vents. Without even looking at it, Peter threw his wrist back, shot a web at the ball and pulled it out the road into his backward facing hand. They both gasped in awe at Spiderman, smiles wide on pale cheeks. "Wow, thanks Spiderman!" one of them reached for the ball, but Peter reeled it back. "Hey no fair, we found it by the side of the road!" one of them moaned.

"Ah-ah-ah." he waggled his finger, chucking the bright red ball up into the air, landing atop his finger and spinning it. "You can have it, if you go play somewhere safe with it, like the park?" Peter lifted his arm and rolled the ball along his arm, down his taut shoulder blades and into his other opposite hand. "Promise?"

"Yes sir." they both mumbled, giggling at him.

"You wouldn't be lying to your old buddy Spiderman, would ya?" Peter grinned beneath the mask. The two boys shook their clammy heads and Peter held up his gloved pinky finger. "Now, see this? This is the most unbreakable, awesome, trusting swear there is. Pinky swear?" Peter craned his head, the wide white honeycomb lenses of his eyes looking down at the boys. They both nodded and wrapped their gloved pinky fingers around Spiderman's.

He reeled out the gesture and gave the ball to one of them, ruffling both their messy haircuts. "Good job guys! Have fun, and play safe!" Peter hollered, leaping into the air and swinging up high into Manhattan's skyline, leaving the two boys in a state of sheer awe, looking at their pinky fingers and how it touched Spiderman!

It didn't take long for Peter to regain his original task, heading onward through the sky on a carriage of silver webbing. With a grunt and squeezing clamp of his triceps, he swung low across the lip of the Eastern river, firing himself skyward till his palms slammed into the girders of the skeletal Brooklyn Bridge.

Peter regained his bearings and looked down at the traffic logged bridge, feeling his Spidey-Senses tapping his shoulder, pointing him to the swerving beige car. It was a simplistic Sedan, freckled with dustings of orange rust around the wheel arches, the car having to blink with one headlight shattered, flakes of glass skipping in it's wake.

"Got you. Thank you, Spidey Senses!" he grinned, Pushing his palms off the bridge, shooting a cable to the girder and using it to swing around the edge of the towering golden metal, feet first through the air, ducking and weaving around the maze of iron glazed girders, freckled with shiny ice.

The swerving Sedan was now driving even more erratically and much, much faster, Peter realizing he had to end this dangerous driver, now. He couldn't risk a high speed chase through the crowd flooded streets of New York. With his mind made up, he flipped through the cool air inside the box of metal above the concrete bridge, eyes lifting to peer down at the tarmac. He shot two cables downward and latched them to the Sedan's Hood. With all his might, Peter tugged on the cables, gravity's shove helping him reach terminal velocity in seconds.

"Don't drink and drive, buddy boy!" Peter hollered, mere seconds before his weight pooled heels sunk into the folding metal of the car's hood. The entire hood bent and folded around Peter's form, cratering and flattening the spluttering engine block in a puff of thick black smoke, spilling through the grill's teeth. The front suspension coils snapped and buckled, along with the bursting seams of the tires in a hissing bang of escaping air. The back wheels lifted off the ground as the nose of the car scraped along the tarmac. The driver's face met the explosive cushion of the airbag and in seconds the threat of an inebriated driver was averted.

"Whew...yeah." Peter nodded, clambering out of the hissing crater of metal, feet touching tarmac for the first time in a while. Spider-man padded around the car with a skip in his step, a whistle between his hidden lips. The distant wails of sirens secured the fact that this guy was in a lot of trouble.

"Yo, sorry bout the car an all." Peter leaned his elbow against the car's rolled down window, the driver groaning as he tried to lift his head from the deflated airbag. Peter licked his hidden lips and flicked his thumb along the mask's mouth. "Correct me if I'm wrong, but isn't drink driving illegal?"

Peter huffed at the man as he groaned and writhed, lifting his nose from the steering wheel, long slick back chestnut hair tucked behind his ears, thin streaks of silver in certain places. His Black leather shoulders creaked as he tried to rub his aching neck. A cracked and gushing bottle of Jack Daniels lay on the passenger seat, stench of a brewery filling the car. Peter sighed, leaning in through the car window. "Don't worry, I'm sure the boys in blue can give you a lift!" Peter chuckled.

The man hissed and slurred, Peter shaking his head as the car filled with thick silver smoke. "Come on, let's get you outta there." Peter sighed, popping the car door open with a flick of his wrist and a thin strand of Biocable. The vine of silver hung from the car door as Peter reached in, carefully pulling the older man out. He set him down on his knees but the man fell forward, groaning as he lay face down.

"Good...uhh, yeah. Do the cops work for em. Like it...smart." Peter sauntered around him." Come on already, gotta get back, she's waiting." he paced with a skip, looking at his red spandex sleeve to mimic a watch. Peter sighed and looked down at the man, raising an eyebrow. Something was off about him. His barely laced desert beige work boots, his frayed and worn jeans, The distressed leather Jacket over his broad physic. Peter peered at his outstretched hands, pale and rooted with veins, wrists swollen and coiled with snapped black zip ties. His hair was chestnut and slick back, long and overgrown, locks tucked behind his ears. Then, he saw the thick leather strapped around his right wrist, with a small chrome cog and a dial atop the center, similar to a watch, but with a nozzle. Wait, was it a web shooter? Peter grumbled and grasped the man's shoulder, flipping him over.

"Come on, let's see if you're..." Peter staggered back as his wide and vibrant brown eyes hit the dull and weary brown eyes of the older man. His chest tightened, his heart palpated as he stared into the mirror eyes of..._Peter Parker?!_ It was him, he was looking at himself, much older and much tireder. A long overgrown shaggy brown beard, dashings of silver around the bottom lip and chin. His pale skin was crinkled with tired lines and his squinting eyes were surrounded by shadowy bags and crows feet in the corners, his brow drooping slightly over the tops of his own eyes. A scar of healed white tissue ran along his top lip, disappearing into a fuzzy mustache. "..._M-Me?_" Peter breathed, stuttered, stammered.

Peter's mind was alight with questions, with...well, wooziness. How could he be stood over his future self? This was comic book stuff, surely? The surreal idea of meddling with time. Then again, was a man with arachnid abilities not far fetched too? Peter shook his head and stared down through the mask at him, staring at his broken older self on the floor.

"Y-You're _me_?" Peter's breath hitched, a silent voice. Suddenly his older self's eyes hardened and the gritter Peter swung his ankle, completely blindsiding the current Peter, knocking his red boots out from under him. He dropped to the floor with a crack, groaning as he immediately went to get up. His eyes lifted and the grizzly future Peter grit his teeth as he grabbed the Biocable attached to the car door, pulling on it sharply, flinging the door open and cracking it hard against Peter's red and blue side.

The elder Peter stood up with a groan, wiping blood from his lip with his sleeve, rubbing his bearded chin, looking back and forth across the empty bridge, as if trying not to be seen. The young Parker looked up from the floor at him. "Sorry kid..." The grizzly voice snarled. "But trust me, in the future, you're gonna thank me for this. Time _can_ be rewritten." He snapped, lifting his boot and bringing it down on Peter's head, knocking him out cold.

::

How? How can a split second change everything forever? How can it? How can the mere glimpsing pass of a second, be enough time to take someone into the cold valley of death? They say that you can learn from your mistakes, that one mistake, just one, can be forgiven easily. So why, why oh why god, is Peter's one first big mistake being payed for with the goodbye of the love of his life?

"Gwen?" Peter whispered as he propped up her lifeless body at the cold, dank base of the mortuary like clock tower, Gothic and spine chilling. Her hair fanned out over his arm as he gently cradled her soft luscious locks, flowing with so much life still, why she lay so still, so silent.

Why, why god why, was she so quiet, so still, unmoving? How could someone, so vibrant and full of life, have it stripped away in the mere blink of a second, for as long as it takes to fall? So, here he knelt, at the cold and unforgiving base of the cylindrical tower, her corpse suspended by the cable that intended to save, but simply took her life instead. Here he cried, screaming her name from deep in his aching gut, reverberating up the walls. Here he coddled her, dropping his head to her blouse, soaking it with his tears, as a trickle of red blood left her nostril.

He stroked her hair and tried to wake her, time and time again, nudging her pale neck with his head, like a baby deer trying to resuscitate it's fallen mother. Cuddling her body as her legs lay strewn across the cold base of the tower, the epitaph to Harry's sins, to Peter's unpardonable guilt, to Gwen Maxine Stacy.

As Peter sobbed and gagged over retching tears into her still warm body, he knew there and then, that he would never ever leave that tower, that his heart, soul and mind, so totally bared to her would stay with her, would coddle her to the golden gates of heaven, far too early for her to be taken from this world and greeted to the next. Peter's empty mind and body would leave that Clock Tower, but his heart would be hers till the very end of time...because he was her Path, and she was his.

::

"Peter?" Aunt May spoke softly from the ajar door to his room. He grit his teeth as his head rose and fell with each of his grunt and sweat inducing abdominal crunches, some way to stifle the emotion in his empty heart, to turn that pain into strength. He sat up when he finished the last of his thousand, feeling the bulging muscles in his tight stomach squeeze and clamp with lactic burn. He sat up and stood up, bare chested and glistening in sweat, his grey tracksuit trousers covering his legs.

"Yeah?" he asked with barely a tint of a smile, simply staring mindlessly through her. Aunt May sighed softly, sweetly and paced into the room, looking at the photo of Gwen on his desk, a year gone by since her end. She smiled softly and looked at Peter over the tops of her glasses.

"Are you okay? Do you want something to eat?"

"No, fine thanks." He snapped, running a hand through his messy brown hair, throwing his towel on his unmade bed, mountain ranges of crumpled duvet sheets. Aunt May held her fists at her sides and lifted her chin, shutting her eyes tight.

"Peter Parker, you_ will_ have something to eat!" She snapped. He threw his vein coiled arms down heavily, grimacing at her. "Not eating is unhealthy, you're wasting away!" she trembled.

"No, I am fine, thank you." he spat every word laced with venom.

"No, you are not, now-

"You think food is gonna bring her back?!" Peter roared, spit dripping from his lip, licking it away as his brown furious eyes, no longer doe soft but bull hard, stared daggers at her. Aunt May staggered from the words and bit back a choked sob. Peter eyed the photo with a sense of unsure regret in his eyes. "Y-You think...a-a sandwich, is gonna bring her back to me?" He choked. "No, I'm not hungry, now get out."

"Peter..." she stammered, gulping hard.

"I said _Get out_!" Peter cried, eyeing the floor as he hollered, voice echoing around the house. Oh he could feel it, the burning eyes of Uncle Ben watching him from above, ashamed. Aunt May turned and left the room, lifting her glasses to dab her eyes. When he was sure he was alone, Peter finally looked up at the door, eyes glassy and sore with red streaking veins. He looked at Gwen's photo, and as he has everyday since, collapsed to the floor and burst into useless tears, fetal position on his messy room's floor. "I-I'm so sorry G-Gwen..." he whimpered and sniffled.

It was only when Aunt May ignored his big headed attitude and returned to hug and calm his woeful cries did he begin to calm, the same routine everyday since. Because after all, he was still her boy.

"Shhh, shh baby. Oh, shhh. She's watching over you, she's going to take care of you, we all are. Uncle Ben and her Dad'll take good care of her up there, okay?" Aunt May kissed his head as he sobbed into her shoulder, exactly the same as a year ago, none of the pain lessening.

"I want her back!" Peter cried and wailed into Aunt May's jumper. "I-I...want...Gwen..." he panted and sniffed, fat tears dribbling down from his stinging eyes.

"You just have to make her proud, and I know you will, because for the rest of your life, she'll always be a part of you. She'll be your guardian angel, for the rest of your life." She breathed, her own eyes brimming at his sobs.

"Th-The rest of my life..." Peter echoed in a sniffle... "_The rest of my life_..."

::

Peter ran a hand through his thick beard, streaked with silver fibers, his hair grown out and hung across his eyes in thick chestnut strands, the rest tucked behind his ears. He lifted his hard and aged brown eyes to the mirror before him, water baubles running down his cheekbones. He pressed his large calloused hands into the porcelain frame of the sink, sighing as the hot steam in the room left a hot frost over the mirror. He lifted his thumb and pressed it to the fog, smearing it aside, revealing his aged and tired reflection. He groaned and dropped his head, closing them tight. His taut and toned abs tensed and his pectorals clamped as his hands gripped the sink.

Peter was no more than Eighteen when she vanished from his life in a heartbeat, the last real heartbeat he felt, and now here he was...Thirty one years old, tired and beaten by his abysmal and empty life.

The small dank bathroom of his one bed apartment shook as a muffled clatter of train cars rumbled close by the rundown house. The light bulb flickered, Peter grumbling as he took his towel and wrapped it around his waist, heading out the bathroom and into the bedroom.

A single bed, unmade as always, shook atop the floorboards as the train raced by the flat. The only possessions he had were his phone, one cheaply made web shooter and the photo of Gwen smiling, propped on his bedside table, uneven legs rickety. He'd given up Spiderman long ago, with no hope to guide him, no blonde beauty to help him, to keep him focused and on the straight and narrow. He just didn't have it in him anymore. He needed to leave New York all together, get somewhere to clear his head; so at the age of Twenty, he left home, left his sweet Aunt May and moved to England, in Gwen's memory.

Here he lived, in a rundown apartment near Oxford, hoping - no, wishing - for the impossible dream of his decade gone love to walk in the door, to tell him it was all a sick joke. Peter sat on the edge of the bed heavily, groaning. He reached over to his table and pinched the packet of tablets, popping two of the Anti-depressants in his lips, gulping them back dry. He coughed and sighed, lifting his fingers to pinch his brow, groaning as they took affect.

His diet of sleeping pills and Anti-depressants left him nauseous, but at least they suppressed his useless Spidey senses that he took to ignoring, wallowing in self pity. At least they stopped the nightmares, the drowning feeling of sorrow as he watched her unmoving face, her eyes forever cut off from the world. Peter groaned and looked at the photo of Gwen by his bedside table, smiling softly at it through his thick beard.

He looked up at the cracked plaster ceiling, feeling the soft gaze of his Elysium angel watching over him. Oh how cruel life was to Peter Parker. He got up, padding to his pile of clothes on the floor, crumpled and distressed. Peter kept his eyes glued to her face in the photo, not the dusty stack of unpaid bills or eviction notices on the table. He pulled his frayed jeans on with a grunt and then his grey T-shirt, followed by his distressed black leather jacket, making his way to his desert colored boots by the front door.

Just as he put them on, doing up the first laces, the door burst open with a splitting crack, splinters of plywood raining across the room. The bang roared around the empty room, blowing Peter on his back, eyes wide as he shuffled back across the room, shoes just holding to his heels as his back hit the bed. Through the white smoke of the door, two canisters rolled into the middle of his tiny apartment.

Peter shielded his face with his sleeve, when the cans popped and filled the room with a thick choking vile smoke. Peter coughed and wheezed, heart hammering as he immediately looked for tranquility in the sudden fear, finding the smoke glazed eyes of Gwen in the photo frame.

Soldiers clad in jet black attire stormed the room, barking orders and aiming long Carbines around the room, rifling through drawers. One of the men pulled a passport from a shelf, opening it with his gloved thumb.

"I.D sir, Peter Parker."

"Tag him and take him." A tall wide brimmed hat silhouette in the doorway snarled, grizzly. "Mr Osborn requests him, thirteen years too late!"

Soldiers swarmed Peter, as he swatted and kicked at them, trying to fight them off, his other hand reaching out to the eyes of Gwen. A soldier kicked the table over and her face vanished against the floor in a smash of glass, Peter screaming and crying in rage, throwing harsh kicks and punches as they dragged him across the floor of his home. Peter reached out across the floor desperately, his fingers slipping through the debris of shattered glass, till he finally pinched the edge of the photo, pulling it from the frame, shutting his fist around it with a heavy thankful sigh. The other Militia men raided the apartment, finding an old film camera, his web shooter and his phone, taking them all in zip locked bags. Peter was dragged out into the hall, looking up at the hatted silhouette, just making out the grin beneath the rim.

"Mr Harry Osborn wants you back, Peter. I did say we had plans for you." Gustav Fiers grinned, just as one of the men slammed his boot down on Peter's nose, knocking him out cold.

::

"Hey, wake up..." came the soothing sound of Gwen's voice, Peter's aged face slowly stirring. Suddenly though, her soft voice hardened to a deep guttural male voice, shaking his shoulder sharply. Her voice was gone, lost to his imagination once more. Peter became fully aware of the potato sack over his head, breathing heavily through the thin gaps between weaves.

He felt his knees being dragged along the floor, sharp gravel giving to smooth yet rough concrete, scraping along his jeans. The Sunlight across his neck vanished along with it's warmth as he found himself inside somewhere with quite the echo.

"That's it, on his knees, very good. Take off the sack." Gustav snapped, and suddenly Peter was back in the open, carbon dioxide flooded lungs treated to cool air. He blinked to adjust his eyes and grit his teeth, licking his lips, feeling the bristles of his beard and mustache. His long hair hung across his eyes as he peered up at the warehouse he was knelt in, heart in his pulsing throat.

The black dressed soldiers wore Ravencroft welded neck braces of steel, the logo printed on their spine. Something wasn't right here.

"Thirteen years. Wow...Bravo, really, bravo indeed." Gustav slowly clapped, only his voice to fill the silent void as all the soldiers had been ordered to leave, just Gustav and Peter. The grizzly Parker spat a wad of blood on the floor, red saliva dripping into his beard. The slow echoing claps from Gustav's large hands reign loudly around the massive open warehouse expanse. Gustav knelt before Peter, and took off his hat, revealing slick back grey hair and his rough demeanor, a smirk on his aged lips. "Here he is, the great Spiderman, Peter Parker." he humored, chuckling deep in his guttural throat. "But, Peter...see, the games end here."

"What games?" Peter licked his lips, turning his hard eyes to the man, snarling his lip. "I'm not playing any games with you."

"Oh?" Gustav chuckled, shaking his head. Suddenly he struck his wrist across Peter's face, a loud slap echoing around the empty warehouse. Peter's head reeled to the side and he groaned, shaking off the hot slap burning a hand print into his cheek. Gustav raised an eyebrow at Peter, challenging. Peter stared at the suited man for a moment, before grinning a lop sided smirk that spread across his aged and bearded face. He lifted his head and grinned at the high up ceiling, shaking his head, long chestnut hair dangling down the base of his neck.

"Oh, you're gonna have to slap harder than that." Peter smirked at Gustav, as the red hand print vanished, blood vessels healing almost instantaneously. Gustav chuckled and shook his head in response, taking out his chained glasses and propping them on his nose as he observed Peter.

"On the contrary...you've simply proven my point. You..." he nodded a finger at Peter. "You still have your abilities...which makes you of use to him."

"Who?" Peter asked, irate. Gustav chuckled and stood. "Hey, I asked who?!" Peter hollered as the man put his hat back on and put both hands behind his back, pacing away from Peter. The grizzly Parker grit his teeth and tugged at the binding on his wrists, feeling no give, along with his ankles. At least he could feel the scrunched up photo of Gwen in his hand.

He grit his dentures again and scraped the calcium blocks as he eyed the surroundings, trying to get a baring of the situation. Around him were long thick cables of wiring, all running like veins across the concrete skin below, to a massive cylindrical machine in the corner, whirring and sparking. Peter leaned on his knees and craned his head to get a better look, huffing as he couldn't see it properly.

Then, footsteps, a horde of them, and Peter sat still, looking up as Gustav returned with a keen grin, flanked by two Ravencroft men and a television monitor atop a cart, small wheels squeaking across the floor. "Someone would like to speak with you, Peter." Gustav said, turning to the monitor. One of the soldiers turned it on, and Peter raised an eyebrow, squinting at the screen, his thirty year old eyes tiring on the screen.

Suddenly it hummed to life and Peter's blood ran cold at the face staring back at him on the screen. Harry. A terminally ill Harry by the looks of it, covered in thick green rashes and bulbous sores, his hair having fallen out in patches. The pale and sickly man smiled back at Peter, and he could feel his muscles clench at the image.

"Hey Pete. Long time...no...see." Harry panted, tired from just talking. The room around Harry was dark and tinted with deep blue hues, curtains wrapped around his bed akin to his own Father's deathbed.

"Harry." Peter snarled. "You look well."

"Hardly." Harry groaned at a violent palpitation. Peter scoffed.

"You're still alive. I didn't get to kill you, so yeah, you look well." Peter spat. Harry chuckled, turning into a fit of violent coughs and wheezes. Peter looked down and felt his cuff sliding against the loosened zip tie around his wrists.

"How's Gwen?" Harry asked and Peter's face convulsed, trying hard to hide his inner sorrow, blinking hard and taming his shaky breaths. Harry chuckled dryly till it hurt, Peter looking up again, stroking his thumb across her photo.

"How's New York?" Peter asked, gulping back his sob. Harry shrugged, wincing at the rashes atop his skin. Peter could almost hear the heart monitor slowing in the background.

"Mm, the same...full of crap, and turning a blind eye on Oscorp's - urgh - dealings. Y-You know that web 'I love you' you put on the bridge? the one they left up to..." he paused to wince. "To remember Spiderman?"

"I do." Peter snapped.

"Well, it finally came down yes-yesterday. Go-Good stuff the webbing, la-lasted for thirteen years." Harry panted, groaning.

"What's the matter Harry, finally feeling the devil's weight on your shoulder?" Peter smirked, chuckling darkly to himself. Harry scoffed and looked back at Peter through the Television monitor.

"I'll cut to the chase. Fi-Fi...Five..." He groaned and panted in pain. Gustav stepped in for him, standing in front of the monitor, blocking Peter from seeing Harry writhe.

"Five years ago, a Scientist by the name of Walker Sloan at Alchamax industries discovered a paradox rip in what he referred to as the very fabric of reality. He spent years trying to perfect his research, and found a way to - he believed - open a portal through the tear in reality." Gustav explained, pacing around Peter. Peter kept his head held low, but his ears pricked up.

"Sloan found that the tear, was actually a sleeve. A sleeve in the fabric of reality. As impossible as it sounds, it is very plausible, and real." Gustav explained further, padding around Peter. "You see, the sleeve is a loophole in time itself, a shattered dimension. Where this dimension, like a star, had supernova'd and been destroyed, the shards had torn through the other realities, leaving the walls between worlds broken, open." Gustav cleared his throat as Harry's coughs sounded from the Television, Peter eyeing the screen with sinister intent.

"Many didn't believe him, didn't want to. Oscorp did, and made sure that his research went through to the end with extra funding, where Alchamax simply cut ties. Well, Sloan finished his work, his research. It is truly quite fascinating, Peter." Gustav stood up and gestured the soldiers to stand him up. "Well help him up, come now."

Peter groaned and growled as the men stood him up, gripping his leather jacket upper arms tightly.

"Now pay attention, Peter. This algorithm dictates that the shattered edge of our dimension has keeled over, and split another crack further back in our timeline." Gustav turned to Peter, looking him in the eye with the glint of a madman, a smirk on his face. "The crack is so large it leaves the last thirty years open to the loop, meaning..." Gustav gestured with an outstretched hand to a guard, eyes never leaving Peter's. Harry wheezed in the background. "...Demonstration." Gustav bobbed his silver eyebrows.

A soldier placed a soft red ball in Gustav's hand, as the machine in the corner whirred to life, humming and cracking with millions of powerful volts. "Since electricity travels at the speed of light, it is the only way to make the loop in the dimensional plain accessible to life...or...objects, lest they be torn apart by time itself." Peter ignored Gustav, peering down at his feet. Gustav saw this, ordering Peter to straighten up. "Eyes forward Peter, pay attention!" A guard grasped the nape of Peter's neck and forced his head up.

The massive cylindrical device whirred to life, and Peter stared as it slid open with a ventilation of hot steam, thousands of thick cables running to the machine, powering it's immense Hadron colliding energy. Gustav stepped forward and threw the ball under arm, seeing it disappear in a flash of bright sparks, gone from this realm to the next... the past. Peter breathed in a hitched sigh of shock.

"That ball, is now somewhere in New York, in the autumn of Two Thousand and fourteen. A very penultimate time for you, yes?" Fiers said with an oozing of dark wit.

"fff..._fuck_ you." Peter spat, receiving a gun butt against the back of his head with a dull crack, knocking him forward. Gustav tutted, shaking his head.

"See, all of this, this research is because _you_ vanished. Harry has run out of time, as you can see, this may be his last day. As a dying wish, he assembled Sloan and his lab the task of making this looper travel possible." Gustav said boldly, standing tall over Peter, the thirty year old bearded man slumping his spine.

"Why?" Peter asked brokenly. "W-Why can't you just leave me alone huh,_ what more can you take from me?_!" Peter screamed at Gustav, receiving another crack of a Gun butt, placing a high pitch whine in his ears. Gustav shook his head.

"We _had_ plans for you Peter Parker, but it is abundantly clear that the times to enact them are long gone. We missed our chance to harvest your blood, to reap the rewards in a golden age. This will give us a second chance at life. Harry, a second chance at life. You will be transported back to Two Thousand and Fourteen, the penultimate autumn and your blood will be harvested from this form. Easier than fighting your younger, stronger self."

"I can still fight." Peter spat. Gustav chuckled, shaking his head, removing his glasses, folding them shut and tucking them in his suit pocket.

"But, see...we already have you." He smirked. Two guards grabbed Peter's wrists, stepping over to the machine. Harry smirked through the monitor, his bloodshot and baggy eyes drooping. "Don't worry Harry, your younger self will be cured, I can guarantee you that." Fiers cackled.

"A second chance of life..." Peter echoed, feeling Gwen's photo in his grip. It suddenly dawned on him in crystallizing clarity. His eyes widened and he suddenly, for the first time in thirteen years, had something too strive towards, something to fight for, and someone to save. He could save Gwen, he could rewrite the course of history. Life was giving _him_ a second chance, and he was not going to miss it by wallowing in self pity anymore.

With a roar and a surge of strength, Peter's tensed arms snapped the zip ties and broke free, rolling across the floor as the two guards staggered.

"No, stop him! What is this new found strength, Peter?!" Gustav called as he ducked behind cover. Peter snapped the straps from his ankles and leaped up into the air, driving a harsh fist down atop the nose of one of the soldiers, a blunt crack echoing, dropping to the floor unconscious. Peter immediately spun around and slammed his elbow into the Adam's apple of the next soldier, a horrid squelch sounding as the man dropped to his knees, clutching his throat and choking, before falling over dead.

"Peter, what are you doing?!" Gustav roared. Peter opened his palm like the delicate petals of a flower, the creased photo of Gwen being the pollen, the sweet nectar to his lips, something he wanted to taste again, something he wanted to save. "Guards, get in here, hurry!"

Peter quickly rifled through the pouches of the Ravencroft guards, finding the zip locked baggy with his Web shooter and his phone, taking them both. He strapped the leather bound Web shooter to his sore wrist and shoved the rest in his distressed leather pockets. Peter looked up through his long locks, snarling at Gustav. "I'm going back. Finishing this before it starts. I'm saving her." he breathed the last part all to himself, turning his back on Gustav, the cowardly gentlemen hiding behind cover, not so tough without his guards.

Peter blew out a breath and looked at the photo in his hand.

"You won't save her. It's a fixed point in time, Pete." Harry cackled, coughing into his fist. Peter frowned and tucked the photo in his pocket, closest to his heart. He paced over to the monitor, snarling at the screen, at the pixels of the terminally ill Harry Osborn.

"Watch me. I'm gonna kill you Harry Osborn, and Gwen?" he scoffed, smiling to himself. "She's gonna live, cos she deserves it, unlike you."

"Peter, stop!" Harry begged, coughing and wheezing, reaching out to the screen across his bed.

"She's not gonna die, not this time. I promised to make it up to her, for the _Rest_ of my life." Peter turned and looked at the beckoning device, crackling and whirring. "Maybe I can do one better, and save her, let her be alive and there with me...for the _Rest of my life_." Peter choked, leaping into the crackling storm of flashing sparks, just as the clatter of Soldiers boots sounded and gunfire echoed.

::

Peter sat up with a start, gasping and panting, his lungs rumbling deep in his chest. He ran his hands up his face and felt the long wispy fibers of his aged beard, feeling every long crease and wrinkle on his thirty one year old face. He slowed his thumping heart and panting, stemming the rushing blood in his ears, getting a bearing of his surroundings, the sudden explosion of sunlight.

Water lapped and sloshed nearby, he could hear it, foaming and snarling gently at the pebbly shore. Seagulls cawed and a whipping wind rolled across the Harbor, chilling Peter's face with autumn breezes. The chorus of buoy bells dinging out at sea, the rift of distant sirens and wailing engines made his ears prick up.

"W-Wait..." He sat up with a groan, palms pressing into the pebbles below, sinking between the polished rocks. He sat up with a grunt, rubbing his thick neck, then preceding to pinch the bridge of his nose, stifling his thumping headache."Bwrrr!" He shook his head sharply, making that throat clearing shiver of a noise. Peter huffed and looked down at his feet, his laces loose and undone, and a slither of seaweed across his ankle. He peeled it off and threw it aside. "ew, yuck." he groaned.

Peter looked up and out at the Manhattan skyline, basked in amber and auburn glows. He rubbed his neck again with a wince and made his aching body stand up. His eyes latched to the distant Brooklyn bridge, and he almost sobbed, heart running cold, lips convulsing suddenly at the whipping "I love you" cast in webbing across the side of the Bridge, silky letters wispy in the winds. He took a deep inhale and looked down, blowing the breath out shakily, trying to stem his fears.

This meant he was back in time, but when was unknown. The webbing was left up there for years, it could be where he wanted to be, or far from it, Gwen long gone again, and the idea of failing and being too late to save her again made his heart throb painfully. He couldn't bare it if it turned out he had been transported back a day, an hour, a second after her exit from this world. He couldn't bare it. He had to know.

He took out his phone and gulped, shaking his head. "Don't. Don't do it...don't. What if it doesn't..." he slapped a fist to his temple, groaning as he looked at Gwen's contact number. He still had it saved on his phone, even thirteen years later. Sometimes, he liked to call it, just to hear her answer phone voice, and then allow himself to cry to sleep, a broken man in a flesh and bone shell.

He gulped hard, Adam's apple straining against wrinkled skin, lifting the phone to his ear, his heart pulsating so hard against his ribs it thumped in his ears, the blood in his face running cold. The dial tone went on and on for a few seconds, when finally...

_"Hello? Hello?"_ Her voice sounded in his ear, fresh and new, words he hadn't heard her say before, as appose to hearing her say the same thing over and over again for the long thirteen years without her, but here he was, back in Twenty Fourteen, his love still alive and well. He collapsed, the sheer emotional load was too much. He sobbed into his hand trying to keep them quiet, mumbling her name.

"G-Gwen...Gwen..." he breathed against the phone silently, sobbing as quiet as he could.

_"Hello? No? Okay then."_ and then she hung up, the dial tone sounding. He dropped the phone to his lap, and his sobs and thick fat tears turned to laughs, cackling laughs and he fell onto the pebbles of the beach, laughing to the amber and blue sky.

"She's okay!" he screamed as loud as he could, the loudest and cheeriest he'd been in years. "Oh she's alive!" he laughed as loud as he could, echoing across the beach. "Oh thank you, thank you." he breathed quieter, taking the photo of her out of his pocket, technically a time paradox to have a photo in a time where it doesn't actually exist yet. He kissed the photo of her repeatedly. "Thank you, thank you." he threw his head back against the beach, sighing happily.

He slowly sat up, climbing to his feet, grinning like a fool. Then, a realization. What day was it? If this was near the time he made that web 'I love you', then it could be when Peter went to meet Harry about giving him his blood. Where it all went downhill and Harry began to become the monster that devoured him.

Quickly Peter got to work, stuffing the photo in his pocket and hopping up the rusty ladder frame to get off the low beach, feet firmly on tarmac. He paced along the chilly path, hands rammed in his leather coat pockets, shrinking his bearded head down, clouds of condensation leaving his dry lips. He paced by people and scooted alongside a few crowds till he saw a woman selling Hot dogs at a small kiosk, the warm scent of dough and meat filling the air, an aroma to his senses. He smiled to himself but forced it down as he barged through the crowds, getting to the kiosk. She smiled at him as he panted, pressing his palms to the kiosk counter.

"Hi, what can I get ya?" The bright and cheery red haired woman smiled. Peter gulped and swallowed, before asking.

"Can I get the time, and the date?" he asked groggily. She seemed a bit confused by his question.

"Hah, the date? Sir, where have you been? Time travelling?" She laughed. Peter burst into laughter, too, understanding just how ludicrous the idea was. He ran a hand up through his slick back graying hair. Swallowing his grin and forcing himself to calm his bubbling crazed laughs.

"No...No, nothing like that, just..bad memory." He looked at her expectantly, hands drumming on the kiosk. She nodded and smiled, looking at her phone.

"It is three thirty five in the afternoon, and the fifteenth of October." he stared at her and she raised an eyebrow. "Twenty fourteen? Sir, are you okay?"

"Great! Gotta go, thanks!" he laughed, pacing off down the street, pulling his collar up, diving into his memory. Fifteenth of October, exactly two days before Gwen's life was taken from him. He had time, but not much, which also meant that today was the day that Peter met with Harry at Oscorp, asking him to talk Spiderman into meeting him...to talk about blood. It also meant that, judging by the 'I love you' on the bridge, that Gwen and Peter had reconciled and told each other they loved one another.

Peter's own blood boiled at the memory of an event that had yet to happen, knowing how it was all going to end, unless he did something. Peter had to be quick, unless Harry would talk his younger self into meeting him, and Peter's younger, more forgiving and kinder self would put Gwen in danger by denying Harry his blood, and revealing his identity accidentally, leading to his vengeful act as the monstrous Goblin. Peter had to hurry, he knew the day she died and he could work from that, but the times at which he met Harry and sealed her fate? He had no recollection.

Peter hopped across the road and paced into a car park, pacing around a parked and abandoned rusty beige Sedan. He looked left and right, before thwacking his elbow against the window pane of the driver side door, shattering it. He rubbed his leather sleeve over the shards to break off the last thin and brittle teeth of reflective glass. Peter smirked as he undid the latch inside and popped the door open. He slammed it shut and the last few droplets of glass fell from the crippled frame. Peter eyed the cab, looking for keys. Resting on the passenger seat was a bottle of Jack Daniels, stench of alcohol rising. He pulled the sun visor down and a set of keys fell into his palm, the bearded man laughing in victory.

"Oh yes!" he cackled, putting them in the slot and twisting them, the engine turning over time and time again before spluttering to life. Quickly he put the car in gear and floored the pedal, a high cloud of smoke and scent of rubber filling the air behind the car as it left the car park in a hurry, swerving onto the road.

"Lived in England for ten years, get on the right side of the road, Parker!" he shouted to himself, swerving erratically to get back on the right lane, before a pair of headlights slammed into him. He blew out a breath and pushed the accelerator down harder, turning off onto the next junction, heading towards the distant bold Brooklyn Bridge, set against a spectrum of warm orange and sharp blue skies.

He slammed the gear stick into it's slot and the car chugged as he exceeded the speed limit, weaving two and fro around cars, trying to get to Manhattan as quick as possible. All that was on his mind was stopping Harry, was stopping his beloved Gwen from dying. He had another chance damn it! And no one was going to soil his chance at her survival.

He pulled around the next car too close in his erratic driving and clapped the front bumped against the car, receiving a loud blare of a horn. One of the headlights on Peter's Sedan shattered on impact, flaking and skipping down the road behind the vehicle, along with splinters of light bulb filament. Peter grumbled and grit his teeth, rolling his eyes at himself as he raced towards New York, in a vane attempt to try and find out if his younger self had already been to see Harry, if so it could be catastrophic in the long run. Peter's heart thumped harder as he sped down the road, knowing, just knowing that the cops were going to be interested in an erratic and speeding car.

Peter tried to calm himself down, but he just couldn't find that filament of light within himself to calm down, to concentrate. He knew nothing about what was going on and when, and the fallout of being too late to stop the chat with Harry could mean Gwen's end again.

Peter drove onto the Brooklyn Bridge, swerving around traffic, luckily quite a low amount on the bridge, considering the time of day. He lifted his gaze up at the towering cables and girders of the Brooklyn Bridge overhead, the billowing flag of the United states whipping in the winds. He caught sight of the web forged letters on the bridge billowing in the breeze, helping to kindle a warm flame of hope in his chest. He still had a chance, he just had to hurry.

Peter swerved around a car and suddenly felt a thwack on the hood, seeing two Biocables latched to the car, disappearing up into the sky. He groaned and rolled his eyes, listening to the distant sirens. Because wherever there were sirens...

"Well, this'll be fun to explain to myself." He mumbled, gripping the steering wheel tight when the Hood of the car crumpled, a huge velocity charged weight sinking into the vehicle, crushing the engine block like brittle ice. The front tires exploded and the car lifted off its back wheels, Peter's aged face slamming into the airbag as it jettisoned. The car dropped and lay lifeless, Peter groaning at the wheel, his long hair slick back and over his shut eyes, wincing as blood trickling onto his beard, matting the hairs.

Peter breathed heavily and raspily, his chest on fire at the sudden stop of the car. His hearing was muffled and he blinked hard a few times, looking up over the airbag as a Red and Blue clad figure hopped off the steaming hood, hollering and walking around animatedly. "Yo, sorry bout the car an all." Peter heard a young, vibrant voice through the muffled and water logged sensation of his eardrums. Peter could hear and feel the cocky figure lean against the car door. "Correct me if I'm wrong, but isn't drink driving illegal?"

Peter groaned and sunk his face into the cushioning airbag, trying to get his bearings back. He wished the damn kid would shut up gloating though. Damn, he never realized how annoying he was as a teenager. Suddenly the door to the car opened and the figure hauled Peter out, dropping him on the floor. Peter lay on the floor face down, groaning and hissing.

"Good...uhh, yeah. Do the cops work for em. Like it...smart." Peter heard the Spandex wrapped figure laugh, pacing around him. He groaned and rubbed his beard along the tarmac, feeling Spiderman's eyes on his wrist. Uh oh, his Web shooter. Peter had no time to cover the device on his sleeve, when he felt a set of hands roll him over._ Here we go..._

"Come on, let's see if you're..." Spiderman gasped and staggered back, his lenses wide on Peter. Peter just stared back, looking at his younger self. He was slimmer, he was tighter, nowhere near as broad though. "Me?" Spiderman whispered. Peter groaned and sat up. "You're me?" He breathed shakily through the mask, feeling his younger eyes bearing down on his older ones.

Peter sat there on the tarmac, looking at Spiderman, when he knew how to stop himself from making the meeting with Harry. If he was here, then he wasn't there, and that meant he still had time, as long as his past self didn't attend. Peter grit his teeth and swiped his leg across the tarmac, knocking Spiderman's feet out from under him, dropping him with a dull crack. Peter got up as Spiderman struggled to sit up, and as he did, Peter gripped the Biocable hanging from the door and tugged hard, hitting his past self square in the side, knocking him over hard, leaving an oval dent in the door.

Peter got up, wiping blood with his sleeve from his beard, pacing over to Spiderman as he groaned, looking up. He'd have to explain all this later on, but right now, if Peter Parker wasn't meeting Harry, then he wasn't risking Gwen's life. Plain and simple. He looked down into the confused white honeycomb pattern lenses of Spiderman.

"Sorry kid..." Peter spat "But trust me, in the future, you're gonna thank me for this. Time _can_ be rewritten." He snapped, lifting his boot and bringing it down on Spiderman's head, knocking him out cold. "It _has_ to be."

**The Rest Of My Life**

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><p><strong><span>Author's Notes: So, what do you all think? Enjoy it? More to come if you did. Please, let me know in the reviews, so I know if you're gonna like it. If so, then we'll have two great stories to read with Gwen and Peter: Best friends and Rest of my life. This one is personally my favorite. Glad I got enough confidence to write it finally! Anyway, love you all and let me know if you want this to be a full on story, cos I sure do! - Dave<span>**


	2. A second chance at life

**Author's Notes: Hey guys, another update to Rest of my Life! Glad you are all enjoying it! thank you so much for the feedback! Love you guys! We're Best Friends is - I'm hoping - getting chapter 30 by Monday or Tuesday at the latest, so bear with me. You know what it's like around Christmas. Busy as hell, especially with work! Oh well, glad I have you're kind hearted critique and reviews to look out for and cheer me up ;) - Dave**

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><p><span><strong>Chapter 2: A second chance at life<strong>

**...**

The auburn sun dipped beneath the skyline, the frosted air plummeting into a freezing field of perspiring ice. Flakes of brittle ice coat the surrounding edges of every window pane in New York, the fragile cold glass stretching up and over the reflective panes. Autumn leaves continued to rip and tear away from sagging branches, as crunching piles of amber leaves coat the slippery pavements, damp and rigid.

The horizon's golden tresses of wavy light sink lower and lower, the last hint of warmth vanishing under brushstrokes of pink and red, stars glimmering within the growing black sky, crisp and clear. Across the silent and tranquilly still Eastern River, The Brooklyn Bridge settled for the night, as dying streaks of headlights smooth over the slippery concrete, disappearing deep in Manhattan's maw. Frigid winds whipped and wailed through the rocking and groaning suspension cables of the Bridge, layers of thin brittle ice coating the still and crisp webbing of the "I love you" message.

The remainders of shattered glass and crushed metal layer the road in small clutters, police tape cordoning parts of the bridge, surrounding the crushed and abandoned beige Sedan. Police scratched at their heads all day. Where was the driver, and where was the vigilante that stopped the car?

As she sighed against the frigid cold glass of her Dorm room window, Gwen felt the cold pane cool and dampen her warm forehead, trying to get her eyes to focus passed her reflection on the pane and onto the night time city of Manhattan, illuminated by dim stars and bright amber streetlights. Something about Autumn and Winter gave New York an Abandoned and Apocalyptic feel during the night. Was it the rolling smoky clouds of amber fog that rumble over the streets, illuminated by glowering streetlamps? The occasional silhouette of a pavement walker? Either way, Gwen didn't like to think about it, and was glad she was in the warm confines of her College room.

She looped a long heavy gold lock behind her ear and sighed heavily, getting up and wandering across her room to her desk, sitting in her desk chair heavily. She picked up her phone and flicked her thumb across the screen, unlocking the device. She checked her text message to Peter, still no response after four odd hours.

_Gwen:_

_Hey Bug Boy, where are you? Pls phone me back ASAP. Xxx_

She was growing worried, more and more as the minutes rolled by, dripping off the hand of the distant clock tower, icy fingers of the clock face curling around time itself. She bit her lip and grumbled, closing her phone. She needed a distraction, so she opened her drawer with a pull of her wrist, pulling out her book on Oxford University.

She couldn't help but smile to herself as she looked over the crisp photos of the campus. She was so excited to go! But even as she studied the book's creased and folded pages, running her fingers over the colored post-it labels she'd tagged to each page, no matter what she read it wouldn't sink in. The words on the page jumbled in her mind and she found it impossible to concentrate. She had to know if Peter was alright.

Gwen sighed and shut the book, throwing it lightly across the room to land on her bed. She eyed her lap and rubbed at the tiny freckle on her cheek, breathing out a loud huff of built up breath. Where was he, and why hadn't he answered her?

Suddenly her phone thrummed, Gwen practically leaping for the device, swiping the phone open and reading it over and over.

_Peter Xxx:_

_Hey, I'm ok. Just ran into a few thugs. Gotta be back for Aunt May, sorry babe. See u tomorrow? Xx_

Gwen smiled and sighed out a heavy breath of relief, shaking her head at herself. Of course he was okay. He always was. She text back a reply, smiling to herself, despite the deflation in her mood as he wasn't coming back to see her this crisp evening.

_Gwen:_

_Yeah, okay, sounds great. Glad you're okay. Love you! :) XX_

Peter's reply came almost immediately, thrumming the phone in her delicate petal fingers.

_Peter Xxx:_

_Yeah, Love you too. Always will Xxx_

::

"Always will." Peter's older form sighed, shutting the younger Peter's phone in his hand, lifting a hand to pinch at his wrinkled brow, letting all his held in breath exhale loudly, shaking his head to himself. He let the hand smooth up his creased forehead and slick over his pulled back long hair. She was alive, but he only had a day and Twenty two hours left till Harry killed her in the dreaded Clock Tower. Time was burning away, falling between his fingers like sand.

Peter shoved his Past's phone in his Leather pocket and hoisted the Spiderman dressed body over his shoulder again, carrying on with his walk through the silent and empty streets of Queens, the stars shining bright above them, twinkling against the black abyss of space. This was a place Old Peter hadn't seen or been to in almost thirteen years.

He held the unconscious form of his younger body over his shoulder, Spandex clad arms and legs dangling either side of his rounded shoulder blade. His other hand rubbed at his beard, looking up at the flooding light pouring down from the streetlights overhead. He turned at the hair raising feel of a twig snapping, looking around at the empty streets. After not having his daily dose of Anti-Depressants, they were wearing off, and his Spidey Senses were flooding back, ringing in his ears. He could feel the sensation of icy fingers walking up his spine, feel them plucking each rough ridge of his spinal column. Someone was watching him.

He had to admit, sneaking around Manhattan till dark with an unconscious Spiderman over his shoulder wasn't a smart move, but neither was his younger self flattening the engine of his car. God his younger self was a stupid cocky kid sometimes.

He felt the sensation of eyes on his back again and growled through his beard, turning into an alleyway between houses, gently putting his younger body down next to a trash can, out of sight. He made sure the kid's mask was on, before turning and cricking his neck, snarling half his lip at the approaching snickers and foot claps on concrete.

And on cue, a group of three thugs turned the corner, large silhouettes blocking the light. The large Mexican origin men smirked and laughed, all wearing checkered bandannas in the low light to cover their faces. Their wrists were sleeved in tattoos, poking out of jumpers of black wool. They laughed and bowled towards Peter's thirty year old form, the older and wiser Parker simply smirking back, squinting at them.

"What have we here?" one of them laughed, taking the lead. Peter grinned and tilted his head.

"Amigos." Peter chuckled gravelly. He thumbed across his bottom lip, feeling the rasp of his beard. "Shouldn't you be tucked in bed at this hour?"

"Oh, set of balls on this one!" The main thug laughed through his bandanna, the other two chuckling from behind. The bald leader of the rabid pack turned back to Peter, tilting his head and brandishing a large curved blade, jabbing it towards Peters face. "Shouldn't_ you_ be in bed, old man?" he grinned through the checkered fabric.

"I'm only thirty one, for..._-Christ sake_." Peter mumbled, shaking his head to himself. He huffed and looked up at them, yawning. "Yeah...yeah, I'll be honest with you, I'd rather be in bed right now." He stepped forward, pressing his fingertip to the prong of the blade, pushing it aside so he could step deathly close into the Thug's personal space. "But, see...then _you_ had to keep me up."

"Uh huh. Uh huh. Hand over your wallet, old man." The Thug ordered darkly, pushing the knife back into Peter's leathery face, the other two laughing from the back. Peter looked up at them, tilting his head at them, disrespecting their attendance.

"Mmm, see...I need my beauty sleep." Parker scoffed.

"Hand it over, now..._Old_..._man_." the Thug insistently spat, venom to each syllable. Peter sighed loudly, shaking his head, dipping his hand back behind his hip.

"Ahh...hate being called that." Peter sighed, listing his head back and forth, creaking his neck. His hand came back round from his back, brandishing his aged and split wallet, only a few coins in it, along with a credit card.

"The card, the card'll do." The Thug was growing irate by the stalling. "Come on already!" he thrust the knife at him, insistent.

"No, no, see y-you...you can't use it without a pin-code...need a code." Peter huffed, shaking his head as he rooted around in his wallet. "Let's see...got a couple a coins..."

"Ah, screw this!" The man reeled the knife back, ready to stab, fire in his eyes. Peter quickly threw his wallet aside and contorted his chest to the left, stopping the blade from sinking into his ribs. He grabbed the plunging forward wrist of the assaulter and twisted it around painfully in his vice tight grip.

"Atta boy." Peter grinned, twisting the arm sharply till a dull and curdling crack echoed from within the joint, the man screaming in agony. Peter pulled the knife from the thug's hand, hearing the blade clatter on the floor. Peter immediately grabbed the Thug's shoulders, reeling his head back and bringing it down on his with a dull crack. The man growled in pain and dropped to the floor, but not before Peter could bring his knee up into his chin, cracking against bone and cartilage. The Thug dropped to the floor on his side, unconscious.

As Peter staggered slightly from the aching on his forehead and the swelling of flesh, he shook it clear and raised his hands in the air as the other two brandished small chrome revolvers, stubby guns perfect for fitting in pockets.

"Okay, Okay, I lost my temper, my bad." Peter nodded, shrugging lightly, leather of his jacket creaking. He lifted his hard and aged brown eyes, staring at the two men, hearing the hammers of their guns click back. Show time.

Peter threw his right wrist down, firing a Biocable from his makeshift Leather bound Web Shooter, latching the silver cable to the left-hand side assailant's gun. He pulled it out of his grip quickly, leaping up off the cold slippy tarmac as the second assailant fired his gun, a glimpse of a flash leaving the barrel in a blink, scuffing ping of dust spraying off the tarmac. He still had to cock the hammer back for another shot, giving Peter an extra two seconds.

He swung the webbed gun up over his head and drove it down in an Axe cutting motion, cracking the gun into chrome segments against the armed assailant's head, knocking him unconscious instantaneously. The final standing man cowered as all his friends dropped to the floor, leaving him alone and unarmed, his gun in tatters, caved into the other's head. The thief tugged at his cold spittle soaked Bandanna, stepping out into the street, where the wail of sirens filled the still chilled air.

"I-I-I didn't mean a thing, honest!" he begged, the rotund man staggering. Peter stood tall in the alley, blocking the view of Spiderman laying by the trash. Peter bent down and picked up the only intact revolver, swiveling his wrist to look at the reflective silver finish.

"I hate guns, you know..." Peter sighed, shaking his head. "It was a gun that ended my Uncle..." He mumbled to himself, talking to no one in particular. "Maybe in a different life, I'd still throw them down at the sight, but..." Peter tucked the gun into his leather pocket, snarling at the man as he turned and fled, running down the street, leaving his two colleagues unconscious. "Uncle Ben didn't deserve a bullet. But Harry does."

The distant sirens grew louder, and a gunshot heard in Queens was bound to upset and scare the locals. Peter grit his dentures and shot a Biocable around the ankles of the two men, hoisting them upside down from a lamppost, brandishing them like prize shark catches. He hated the feel of a gun weighing his pocket, but if he was going to get to Harry and kill him before he could take the love of his life, a bullet was the quickest way to get there, than a fist fight that could drag on, or be stopped before Peter could get near to ending him.

Landed in the right place, a bullet was instantaneous, where a brutal fist fight was nowhere near, and Peter was older and out of practice. He could lose, and Gwen would die again...he tried to rationalize the decision to keep the gun. In this older Peter's mind, times had changed, and he had along with them, weathered by lonely years and gritty decisions.

Peter dusted off his hands and turned, freezing at Spiderman stood up and conscious. They both stared at each other, wide white lenses against aged brown eyes, young lips pursed in horror, leathery older lips snarled in annoyance and desperation. The conscious Spiderman drank in the sight of his older, violent, more aggressive self, weathered way before his time, bearded and long haired. Distressed and frayed leather jacket over his shoulders, one make shift web launcher on his sore and scarred wrist.

"Don't..." Peter's older image snarled at him as his tight red boots backed up in the alley away from his future. "Don't you do it, don't you run..." Peter grit his teeth at the young Parker. Suddenly teenage Peter took off running, adult Peter growling and chasing after him, leaving the scene to the red and blue flashing lights.

Spiderman sprinted down the alley, feet clapping against frosted puddles, ducking under Ladder hatches and leaping over cascaded trash cans. Stray Cats meowed and hissed, running away from their midnight meal of litter, as the dusty work boots of Future Peter ran through the litter and puddles.

Whipping winds coiled around the tight alley, as Peter Parker's Spandex clad form turned the corner, quickly pressing his palms to the brick surface and beginning a quick climb. No more than five seconds later, did his future self run round the same corner, grabbing his heel and pulling him down from the wall. They both landed atop one another in a growling heap.

"Get off me...you..._me_!" Spiderman shouted, shoving himself away. Future Peter staggered back and panted, catching his breath as he stared daggers at younger Peter.

"Can't run from your future, Kid." The bearded Parker gulped over a heavy breath. "Now, go home and get in bed. I can explain_ all_ this in the morning."

"Ex-Explain what?!" Spiderman hyperventilated, pacing back and forth in the tight alley, hands on his Spandex scalp. Peter's older self watched him pace, panting under control. "Explain that...y-you...me..." he couldn't even finish the crazed sentence. He froze his pacing and tilted his masked head at the Thirty year old reflection before him, bearded and aged sorely. "How? Why?"

"Not now, dammit!" Peter's future self hissed, slapping a hand to his thigh. "Look, I can explain everything tomorrow to you, but...not here, not now."

"You think I'm gonna be able to sleep after this?!" Spiderman spat. Peter's older image sighed, pinching his wrinkled brow. "Oh...I was meant to meet Harry today!"

"No..." the bearded Parker snarled, catching teenage Peter off guard. "No. You will not meet with him, you understand me, kid?"

"Why not?" Spiderman crossed his arms defiantly. "You're not the boss of me."

"Goddammit, I _am_ you, you stubborn little shit!" The aged Peter hissed. "Now, shut your mouth and go home."

"Not until I get some kind of answer." Teenage Peter filled his quota as a stubborn kid. "You old leather handbag." Peter mumbled behind the red mask. The older Peter looked up and snarled at him.

"What'd you call me?" the gritty voice snarled.

"Old...Leather...Handbag." The younger and cockier Peter swayed as he spoke every syllable. "You can't just show up outta the blue, claim to be me then expect me to just accept it!"

"Keep your damn voice down. Jeez." Older Peter hissed, looking around the side off the alley, seeing Cops moving around in the darkness, Pistols aimed and torches shimmering lines of pale light. "Shit, we gotta go,_ now_."

"Not until you..._I_ tell me something." Spiderman blocked the exit. The older Peter groaned and walked up to him, grabbing both of the younger Peter's rubbery shoulders. Suddenly he brought his head forward and slammed it into Spiderman's, knocking him out again. He fell lifeless in his arms, again catching his own Spidey-Senses off guard. He slumped into the older Peter, so he hoisted him up over his shoulder again, groaning at the weight, and throbbing in his head.

"Argh...I gotta stop knocking myself out. I'll end up in a coma before I can save her." Peter grumbled, quickly taking off out the alley and down the road as silently and quick as he could, ducking behind a bush as a flickering of red and blue lights drove by, flashing crimson and cyan glows running off the walls like dripping paint. Once the Cop cruiser was gone, Peter got up with a groan, hefting his younger body over his shoulders again.

He took off across the front gardens of the Queens houses, finally stopping at the one in question. He looked up at the porch, memories flooding his depraved mind, after not seeing it for nearly thirteen years. He soaked in how the lunar light trickled down the front of the Parker household. It was exactly as he remembered, like the faded image in his mind. But he didn't have long to admire, as more cop cars rumbled down the road. He stepped up the concrete stairs, the scented aroma of the dying flowerbed tickling his nostrils.

He lifted a hand and rifled through the tight spandex pocket on Spiderman's belt. The unconscious Peter let out a mumble and a content sigh. "Mmm...Gwen." He mumbled, licking his lips subconsciously. The Older Peter grumbled.

"Easy kid...not giving myself a damn reach around here." He shook his head, rolling his eyes. "There. Keys." he took the jingling golden keys out and slid them into the slit of the lock, turning them with a click. He carefully creaked the door open on the empty and dark house, stepping inside and shutting the glass pane door, just as a flashing cop car drove by.

Peter sighed relief and rubbed his bearded chin, looking up and around the house he'd not been in for thirteen years. He stepped forward, heavy work boots thumping on creaking floorboards. He stopped his footfalls and looked down at his boots, seeing a freckling of crumbling mud on the floor. He grumbled and stepped back onto the door mat, wiping the boots on the bristles, retracing his steps again.

He looked at the wall and reached a hand out, smoothing his fingers up the wall to find the switch in the dark. Soon enough his rough calloused hand found the switch, flicking it with the tip of his finger. The darkened lobby of the small Parker home lit up with blinking light bulbs, auburn glows warmly glimmering around each room, despite the icy cold snaps of air stroking at the glass outside.

He slowly padded into his home, feeling like an intruder to where he grew up, standing here now as someone so totally different, crafted by harsh time. He stood across from the fireplace mantle, seeing the array of photos dotted across the wooden counter. He smiled with a scoff and stepped closer, boots clunking. He gingerly reached a hand out to the photo of the Parkers he knew as his own.

In the photo was a coddled up Uncle Ben and Aunt May, with a ten year old Peter sat between, toothy smiles all around. A happy time, with a structured family, free of all the cracks that came to tear this Peter apart. He sighed and gave a weak smile to Uncle Ben's eyes in the frame, nodding to him with that of a son. He set the photo back down and paced around the house once more, before making his arrival back to the hallway by the glass front door.

Peter looked back at his younger body on the floor, sighing to himself, caressing his beard. He reached down with a groan and grasped the kid's wrists, pulling him up and over his shoulder, turning back to the staircase. Each step of his boots sent flexing beams of wood into fits of loud creaking, as he slowly walked upstairs, keeping his eyes low to stem the flood of memories, of emotion.

He turned the corner to his room...a door he had not seen in over a decade. Peter closed his weary eyes, full of salt and grit, blinking over the sore rough feeling. He pressed a free hand to the door and slowly it crept open, the darkness that filled his room flooding out into the hall, pooling around his ankles. Peter gulped hard, his wrinkled Adam's apple bouncing beneath his skin. In he stepped, each loud creak signalling a violent pulse of memory. He walked over to his unmade bed and set his younger version down in the spread, sighing and rubbing his aching shoulder, rolling the muscle and bone. He licked his dry lips and looked up and around at his room, exactly as he recalled it from thirteen years prior. This was real, this wasn't a messed up dream he was living. He was genuinely back in time, staring at his crinkled posters, peering at his sleeping computer screen, it was all real and in reach.

Peter grumbled to himself and sat on the lip of his bed, besides his unconscious teenage self, mirror images with delayed reflections of thirteen years. He rubbed his itchy beard and gingerly reached over to the unconscious Spiderman, peeling the mask off, seeing the sleeping form of his old self, like looking into a mirror of the past. His wavy and windswept locks were still vibrant chestnut brown, where Future Peter's hair was longer, slick back and tucked behind his ears, streaked with the early signs of silvering. Where Peter had wrinkles and creases to his leathery skin, this Spandex clad teen had smooth clear skin, not a single ounce of worry in his relaxed muscles. He was so care free, of course he was. He still had her. Her demise hadn't happened yet.

This snapped Peter out of his daydream, running his hands through his matted slick back hair, long and untamed, like his beard. He'd stopped Peter from meeting Harry today, which meant he had extra time to stop the key from turning, to stop her from dying. He pulled his teenage version's phone from his own leather pocket, feeling it vibrate.

_Harry:_

_Hey Pete, didn't catch you today? Really need to speak to u, its urgent. Can u meet me tomorrow?_

Peter's aged and wider jaw tensed, dentures grinding against calcium as he eyed the name of the sender. Harry Osborn. He was back in an era where he was best friends with the psychopathic murder who took his Gwen from him. Well, he wasn't going to lose her again. Not to Harry. Slowly he began to type out a reply.

_Peter:_

_Yeah, I can meet. Where?_

Peter pressed send on his past's phone, gulping and biting his knuckle as he waited for a reply, his knees bobbing with anxiety. He looked over at his still unconscious younger form, laying splayed out, lanky and lithe across the bed. He sighed to himself and turned his attention down to his own ankles, eyeing the splaying out tongues of his boots, slipping up over his jagged jeans. The phone buzzed again.

_Harry:_

_Oscorp Tower again. One O'Clock sound good? Meet me in the Lobby. Thanks Pete_

Peter grit his teeth and rubbed at his leather pectoral, feeling the gun beneath it, weighing his pocket.

_Peter:_

_Yeah, see you then._

With that, Peter set his past's phone down beside his unconscious body. He groaned loudly and threw his head down into his calloused palms, shaking his scalp back and forth. He sat like that for what felt like eternity, drowning in self pity, in the knowledge that he could kill Harry and stop him from hurting Gwen. Gwen. Oh he wanted to see her, he wanted to hold her again. But he couldn't. Not like this. She belonged to someone else, ironically,_ him_. A far younger him. As much as he wanted to hold his girl again after thirteen years without her, he just couldn't. She wouldn't see a Peter hugging her, she'd see an aged-too-early lunatic hugging her. He had to stay in the shadows, correct the course of her history, and disappear like dust in the wind.

He looked up at the opposite wall of his Past's dark bedroom, Trying to find something for his bleary eyes to focus on. He had to busy them with something, to keep his mind clear of dark thoughts, or else the quivering of his lip, the trembling of his glassy eyes, the sniff of his nostrils, it'd all climax and he'd breaking down again. He sniffled and blew out a shaky breath to stem his heartache.

On the wall behind him, over the bed, was a massive web of strings and pale post-it notes, all coinciding and looping to different photos, different places, different names. In the end, all the strings and tacks led to the center, a photo of him and Gwen cuddling, laughing and kissing. It simply read _"Do I have to lose you too?"_

Peter sighed and looked back down at his fidgeting hands, shadowed in lunar light. He finally found something to study, looking at Peter's desk in the corner. Peaking his curiosity, Peter got up and paced over to the table. He massaged the bridge of his nose with a groan and adjusted his tired eyes in the dark. It was a Silver plastic coated video camera, with a hot pink post it note on top, lathed with Aunt May's hand writing.

_Peter,_

_Here's the video of your graduation! Have fun editing, and I'll see you tomorrow morning._

_Love you,_

_Aunt May Xx_

Peter's eyes bulged as he gulped, taking in the camera and all it held. His trembling hands reached out and grappled the camera's coating, lifting it shakily, peeling off the post it note. Aunt May. He hadn't seen her in twelve years, and hadn't heard her voice in ten. He missed his Aunt, and all she was to him. She helped a broken beyond repair Peter all she could, and another of his many mounting regrets was how he treated her.

He blinked hard and lifted the post it note, eyeing the writing best he could through wobbly liquid lenses of salty tears. He gulped hard, audible hard, and hugged the note to his chest, clenching his teeth as he slammed his eyes shut, hot stinging tears running down his wrinkled cheeks. He kept a hand over his mouth to stifle his cries and whimpers, lest to wake his unconscious form.

"A-Aunt...M-M-May..." he breathed in shaky gasps, sobbing into his palm. The camera fell to his lap as he sat heavily in the swiveling chair of Peter's desk. He lulled his head down, bearded chin to his collarbones as he hugged his chest, feeling so small and so insecure in a world he never belonged in. He couldn't ask her for help or even speak to her as her boy, for to her, this was not her boy, but a thirty year old look alike. He took the heavy gun from his coat and slowly lowered it to the wooden desk with a heavy clunk of chrome metal.

The sheer drama of how alone he was soaked and drenched his heart in acid. He blinked and slowly peeled the screen of the camera out of the side of it, opening up the video display.

The camera beeped and slowly the screen mounted on the side blinked to life, showing a menu of options, of video clips to choose from. Peter blinked over his tears and selected the first video, turning the volume down, watching the graduation ceremony again after only seeing it in faded memories. Everyone clad in silky blue and yellow graduation coats, all throwing their hats up in the air, whooping loudly. Peter smiled and sniffed his tears.

_"__It's easy to feel hopeful on a beautiful day like today..."_ Her voice filled the stale air, Gwen's voice filled his muffled and water logged ears. Peter's aged eyes frantically searched the screen, and then the camera found her on the stage, stood tall and proud, smiling as she read her speech. Aunt May's shaky recording slowly evened out, and focused on her blonde tresses, zooming out slightly to fill the screen with Gwen's gorgeous face. _"...but there will be dark days ahead of us too. There will be days where you feel all alone, and that's when hope is needed most..."_

Peter burst into fresh tears, sobbing his heart out as he tried to watch the video through goggles of bleary tears.  
><em>"...No matter how buried it gets, or how lost you feel, you must promise me that you will hold on to hope and keep it alive..."<em>

"I'm gonna...I'm gonna...Y-You're gonna live, baby, you're gonna live..." Peter whimpered and breathed, clutching the camera like he cupped her cheeks years ago, pressing his forehead to the screen. "I'm gonna keep you alive."

_"We have to be greater than what we suffer. My wish for you is to become hope; people need that. Even if we fail, what better way is there to live?"_

"I failed you once, I won't fail you again, I promise." Peter breathed shakily. "A better way to live, is together..." he whispered to the screen, taking in her eyes on screen, the winds of that day whipping around her long blonde locks.

_"I know it feels like we're saying goodbye, but we will carry a piece of each other into everything that we do next, to remind us of who we are, and of who we're meant to be.__"_

"I love you..." Peter breathed, pressing his wrinkled forehead to the screen, beard brushing the camera. "I'm gonna save you, I owe you that, my hope."

He sniffed and grit his teeth, shutting the camera and wiping his eyes, setting the camera down on the table. He blew out a breath and stood up, looking down at the boy splayed out on the bed.

"You hang onto her with all you got, kid. Cos she's all you got, and all you'll ever want." Peter breathed, tucking his stray locks behind his ear, grabbing the gun from the table, turning tail and stomping out the room, pulling the door up. He made his way down the stairs with a vengeful determination in his eyes, set like hardened stone. He lifted his own phone from his pocket, opening it and dialing Harry's number, which he'd swiped from his past's phone. The phone dialed in his ear as he stepped to the front door, pulling the handle open, ignoring the eyes of Uncle Ben he felt burning into his nape.

_"Hello? Who's this?"_

"Harry Osborn. Time's cruel, Life's cruel. Yet someone amazing once told me that no matter how lost you feel, you must promise that you will hold on to hope and keep it alive... " Peter snapped as he opened the front door to a home he didn't belong in, shutting the door behind him, pacing down the steps into the cold foggy night. "I let go of my hope for one second, and you took it in the blink of an eye..."

_"Is this a threat? What is this? If you want my Father's money..."_

"...So I'm going to - _for once_ - keep my promise to her, and hold onto my hope...keep it alive." Peter stormed down the street, phone to his ear, cold on his side and heart in his throat. "How I keep my hope alive, that's the hard part..."

_"Who is this? I demand an answer! How'd you get my number?!"_

"Me?" Peter scoffed. "...I'm the man who's going to kill you, Harold "Harry" Osborn."

_"Pfft. Good luck, you lunatic. You won't get near me, or Oscorp!"_

"I don't need luck, kid. I've got hope." Peter snapped. "I'll see you _very_ soon." and with that, he hung up, eyes staring straight ahead, distant and glazed as the police cars rolled by, painting Peter's shadowy figure in rich blues and deep reds. He turned his eyes downcast at the car, looking at the three thugs in the back seats, coated in drying blood, matting hair and thick purple rings hanging under their eyes.

Peter winked at them and turned forward, tucking his hands in his pockets, before looking over his shoulder at the Parker house he grew up in. He gave it one last long look, before smiling sadly to himself, swiveling his heels and pacing away, shoulders hunched and head downtrodden into his neck, lips snarling to himself, hard brown eyes glazed with scratchy watery lenses. This was where his campaign forged, starting and cupping a tiny ember of hope, blowing soft encouraging winds to ignite the flames. He was going to save her, he had to. He'd lived one life without, he won't do it again.

::

His young and vibrant eyes snapped open with a start, hitching a sharp breath in his throat as he sat up straight, cupping his aching scalp with a groan. Peter looked down at the Spandex coating his body, mask by his bed and his phone cradled by sheets. The camera was left open and sat askew on the desk, post it note on the floor. Small footprints of dusty mud lay atop his flooring.

"Peter?" Came Aunt May's call, along with the slow careful creaks of staircase steps. In a blind panic, he flung the covers up and dived under them, shooting a Biocable to the mask, quickly reeling it under the bed, covering any hint of Spiderman costume.

His door crept open, Aunt May smiling softly at him, looking down through the reflective lenses of her glasses. She gave a small quirk of her lips as she chuckled under her breath, looking at the dirtied face of her wide eyed boy.

"So...A little birdie tells me that you and Ms Stacy are officially "In a relationship"?" She gave quote marks with bounces of her fingers as she meandered to sit on the lip of Peter's bed. He sat up, covers pull up to his chin.

"Why the quote marks?" Peter laughed a mumble. She shrugged and smiled.

"No reason. So it is true." She pat Peter's head and leaned to give his forehead a kiss. "Ew. You need a shower young man. And congrats. She's a lovely girl. Hang onto her with both hands Peter Parker, you're a lucky boy."

"I am." Peter grinned, more to himself than her. He looked up at her with a raised incredulous brow. "Official?"

"Ah...You're old Aunt knows a thing or too about the old Facepage thing."

"Facebook?" Peter grinned as she shook her head, rolling her eyes.

"Oh whatever it is you kids do." she smiled. "Right, I'm off out to get some groceries. Need anything?" she asked at the door, sandwiching her hands around the wooden frame. Peter shook his head, eyes deep in thought.

"Oh, and please don't track anymore mud into the house!" she hollered from the bottom of the stairs, a wake of creaking steps behind her. Peter's eyes widened as he remembered last night. Yesterday. The encounter with himself. He gulped and balled up his hair, panting heavily. A meaner, grittier Peter Parker was running amok around Manhattan, talking about rewriting time! This was ludicrous beyond all belief. It had to be a dream, right?

As Peter heard Aunt May shut the front door, and once he was sure he was alone, he got out of bed, peeled off the costume and threw it in the wash, knowing that Aunt May couldn't complain about the running colors. He had a cleansing shower, letting the cooling water run down his skin, and letting the four tiny walls of the shower box him in and act as buffers to his rationalizing of last night.

He got cleaned and dry, throwing on a Blue sweater and a pair of distressed black jeans, matched with his converse. He slicked his hair up into it's usual style of windswept wavy locks.

Peter threw his freshly washed and revitalized, vibrant Spiderman suit in his rucksack along with a water bottle and his wallet, before sliding down the banister of the stairs and skipping to the front door. He froze, lifted his sleeve and fired a Biocable across the length of the house to the kitchen, grasping a rich green apple from the tray with Silvery web fingers, pulling it back and into his palm.

He stepped out the front door, locking it behind himself. Peter looked down the road as he bit into the soft and crunchy apple, the rich and bitterly sweet taste stinging and tingling his taste buds, a few trickles of juice running from his lips. Across the road was an area cordoned off by Police tape, forensics walking around and marking off the white chalk around dropped weapons and blood splatters. Camera's flashed towards the tarmac, as Peter watched from the porch.

He stepped down the staircase of concrete with a skip, wiping his thumb over his wet, glistening lips, taking another bite of his apple. His eyes followed the Police as they meandered and sauntered around the cordoned off zone. He remembered the alley from last night, then suddenly he was knocked out again. He needed to seriously step his game up.

He snapped from his daydream as his phone sung in his pocket. He fished it from the tight fabric and pressed it to his ear, sandwiching it between his ear and shoulder, biting his apple again.

"Yello?" He chomped and chewed.

_"Ew, stop chewing, you're making me nauseous!"_ Gwen giggled down the line, perking him up as he coughed up the apple.

"Gwen! H-Hey, how're you?"

_"I'm good, I'm good. Better question is, are you?"_ she asked softly, her husky voice silky to his ear. _"Kinda disappeared yesterday."_

"Oh I'm sorry, I should of let you know-"

_"You did. You text me that evening, remember?"_ Gwen said with a confused scoff. _"Okay, how hard did you hit your head? Come on, let me have it."_ She sighed. Peter's eyes lifted and he put her on loud speaker as he rifled through his texts. _"Peter? You there?"_

"Yeah, Yeah, I'm here, I'm here. Gwen...I-I didn't send this..." He gulped, eyeing the last message to her. "I-I didn't...I couldn't have..." His gaze raked over yesterday's texting conversation, scanning each individual letter with hardened eyes.

_Peter Xxx: __Hey, I'm ok. Just ran into a few thugs. Gotta be back for Aunt May, sorry babe. See u tomorrow? Xx_

_Peter Xxx: __Yeah, Love you too. Always will Xxx_

Peter winced and panted as he read the messages he certainly didn't send...at least,_ this_ Peter didn't. Uh oh.

_"Peter?! Come on, you're freakin' me out here."_ Gwen snapped nervously. Peter sighed and rubbed his brow, putting the phone against his ear again.

"Gwen, can you meet with me today, I got some stuff to talk to you about." He paced back and forth in the street.

_"Yeah, sure, uh...usually coffee shop? Buy me a caramel latte? Pweeeze!"_ she pouted and squeaked down the phone. He couldn't help but laugh and smile.

"Yeah, yeah I can do that. Meet you there in...what, two hours?" he scuffed his shoe's along the pavement lip.

_"I'll fix my hair and meet you there. Love ya!"_

"Yeah...you too." He sighed, closing the phone, peering up at Manhattan's distant glazed horizon, hidden in low winter clouds. He chomped the last of his Apple core's rich and bitter flesh, throwing it into a trashcan across the road without even looking. He turned and began to pace towards Manhattan's bustling city. He had no idea how to comprehend any of this. How does anyone comprehend the knowledge that their future self is walking around the wide cityscape of his home, Manhattan? He had to find him, and get some kind of explanation.

::

It didn't take long for Peter to reach his favorite Coffee shop, a small cafe tucked away in a warm secluded corner across the pumping tarmac street from Grand Central Station. Crisp blue skies opened up between buildings in shimmering inverted cyan rivers, boulders of rolling clouds tumbled through the rich blue abyss. Bustling crowds of chatting shoppers flowed by Peter like a stream trickling around a rock, occasionally bumping shoulders with a self gratified businessman, receiving the venomous shout of "Watch it, kid!"

Peter shrugged it off, shaking his head and keeping his chin above the crowds, quickly darting out across the road and to the other side, stepping along the lip of concrete and before the Cafe itself. A small, warm haven for Peter to relax and send his photos to Jonah Jameson, which he did almost weekly, along with trying to persuade his Insatiable boss that Spiderman was not a menace. It fell on deaf ears, as always.

The shop's frontier was a long wall of polished glass, shimmering in the light's amber rays that occasionally flood around the sharp corners of Manhattan's skyscraper ankles. Horns honked and sirens blared, but as soon as Peter stepped inside, receiving a heated cloud of warm air, cock-tailed with the rich scent of ground Coffee and fresh pastry, he shut out all the outside jargon and simply sighed relief in this small safe haven for him. He had half an hour till Gwen was going to meet him here, so he decided to find a suitable table.

Peter, like most, had a set routine he'd fallen into. He'd find a table - preferably the one on the right, four tables down in the corner by the window, mirrored to Grand Central Station - He'd sit for a minute, time Gwen's arrival - eight to ten minutes early in an attempt to beat traffic or in case she couldn't run down a Taxi - and sit her down. They'd kiss, catch up, smile at each other and decide on ordering drinks - Decaf Coffee with no sugar for him, and the treat of Caramel Latte for Gwen, his angel.

But as Peter made his way to his favorite table, secluded in the corner, his eyes bulged to full circles, gulping. His young vibrant eyes met the hard aged reflections of his own, sat at the table waiting for him. Peter raked his gaze over his older self, sat at the table in his seat, hands clamped together atop the table, a coffee cup cradled in his large vein coiled palms. The future Peter Parker looked up at the shocked younger copy, gesturing for him to sit, by sliding the metal chair out with the heel of his sandy boot.

"Sit, kid. We need to talk."

"Bout wha-

"Just shut up, and park it..." Peter's bearded refection shrugged. "Unless you don't want some answers as to how the hell I'm here?" He sipped his coffee, taking in Younger Peter's considering eyes. He licked his chapped and faded lips, tongue brushing the bristles of his mustache. "Interested?"

Peter's young voice sighed and sat down opposite his future self, staring into the mirror of the next decade of his lonely life, unless it changes. He licked his lips and run a hand up through his wavy chestnut hair. "Fine. Make it quick, I'm meeting Gwen in half an hour, and I don't want you here when she gets here." Peter's light teenage voice snapped. The grizzly voice of his future scoffed, nodding to himself, leather jacket creaking.

"Yeah, don't worry bout that. I won't be." He mumbled, rubbing at an itch rumbling hotly across his temple. Both Peter's sat and stared at one another, sighing loudly in unison, leaning back in their seats in an identical fashion.

"How'd you know to come here?" The teenage Peter huffed, quirking his eyes to a confused glare. His older self shrugged across the table, taking another gulp of his hot coffee, scratchy down his throat.

"I'm you..used to like sitting here, chatting with her, laughing with her. Then..." he clicked his worn and calloused fingers. "Poof. All gone."

"Wh-What?" Peter's young self shook his head, confusion flooding his body, warping his veins, weighing them with boiling blood.

"I was gonna get you a Coffee, decaf, no sugar, right?" Peter's future grinned a lop sided smirk, surrounded by thick foliage of facial hair. Peter's present and much younger mirror image scoffed, shaking his head at the ceiling, gulping hard. "My wrong?"

"Course you're not. You know a lot about me." Peter snapped back at the grizzly man, sarcasm dripping from his sharp tongue.

"Don't get cocky with me you little shit-"

"Why? Why not? Huh? H-How can you expect me to - to just - just believe that you,_ are me_!" Peter's enraged teenage face crunched and heated red with anger, whispering loudly across the table, spiteful. "It's crap, all of it." He slapped his hands on the table, avoiding the burning gaze of his future, looking around the Coffee house, gulping and licking his lips.

"Okay...fair enough. You want proof?" Peter's grizzly reflection leaned onto the table, catching his younger eyes. "Want me to tell you something private?" he grinned devilishly. "Only something Peter Parker knows?"

"Shut up..." Peter retaliated tiredly to the older man's taunt.

"Fine. Yeah, okay...that's cool." The gritty Parker shrugged, sipping his Coffee. Both Peter's fell into an awkward silence, the younger one scratching his fingernails absent mindlessly across the rubbery textured table top, while the older one simply sat and stared out the window at the bustling city. "That map...on your wall..." The grizzly aged voice snarled, Peter's younger eyes rising to burn into the temple of the man opposite.

"Wh-What?"

"The question in the middle? The photo?" He leaned over again, clearing his raspy throat, thick with mucus. "...bout Gwen..._Do I have to lose you too_? That question? Answer is no, you don't." he sipped his coffee, staring into the confused glint of his past's irises. "But...you will."

Peter's younger gaze lifted from his scratching fingernails, a crushed stare settling like dust in the brown of his vibrant young peer. "Wh..." he gulped hard, fear wracking his chest. "What?"

"Look, kid, it's why I'm here." Older Peter looked left and right, before pulling a folded and crumpled photo from his pocket, faded with smoke and ripped in the corner. Still, it framed her gorgeous complexion and gaze stunningly, her eyes boring into younger Peter's. "See? This? This is_ my_ one, from_ my_ home, thirteen years from now."

"N-No, cos...th-that photo it's...it's in my bedroom-"

"Yeah, on your weird wall of crazy yellow tape, I know, I remember making it in a blind panic to stop her from leaving!" He snapped, tucking his photo into his pocket, leaning back with a heavy sigh. "...stop her from going to England."

Younger Peter simply stared into space, eyes distant and glazed as he took in the information his future was sharing. He gulped and tried to gather the knowledge in his aching brain. Trying to wrap his head around the idea of there being two of the exact same photograph, exactly the same in every way, basically a clone, all in the same time continuum. A paradox in itself. This was genuinely his future sat across from him, because that photo is currently hung up in his room, with a post it reading in blunt ink markings:_ "Do I have to lose you too?"_

"Wh-What do you mean..." he didn't want to know, he really didn't want to know, but still the words trembled off his tongue. "What do you mean, I lose her?" Younger Peter's voice trembled. The older Parker sighed and leaning forward from the cushioned spine of his chair, narrow slitting eyes staring at the Cafe as he licked his bearded lips. He gaped and stuttered, grumbling curse words as his thick fingers raked up through his silver and chestnut hair.

"Sh-She...you...Harry..." He sighed again and wet his lips with his Coffee, taking a deep breath and staring deep into his Past's awaiting and terrified eyes. "The reason I stopped you from seeing Harry yesterday, was because...H-He..."

"Please, tell me!" Peter's brown doe eyes begged across from his gritty form.

"Harry wants your blood, Sp-Spiderman's blood. He thinks it'll cure his illness. Well, it won't, it'll kill him." Peter's future grit his teeth, eyes welling. "He asks you - Spiderman's ace photographer - to stage a meeting with him. When you see him, as Spiderman, you refuse to give him your blood, out of some..._fucked_ up loyalty to a waste of human life!" The gritty Peter snapped venomously. "H-He takes your refusal to give it to him as a betrayal, a-and when he...he finds out..." He stopped talking and blew out a breath, shaking his head. "I-I shouldn't be telling you this, I shouldn't! God knows what this is doing to the timeline-"

"No. Come on, I need to know!" Peter's younger embodiment begged, pleaded across the table top. "What happens?"

"Gwen dies." Peter's gritty eyes blinked hard, raspy aged voice creaking. The younger, current Peter Parker reeled back, hit with an onslaught of emotion. "Okay? He kills her, in exactly..." He shakily pulled up his left sleeve, eyeing his watch, hands ticking closer and closer to his deadline. "...Twenty nine hours, he'll throw her down that..._goddamn_ Clock tower by the River, okay? H-He...Y-You, you try, god you try but..." He growled and rubbed his eyes clear of salty tears. "Just run out of time, out of tower to fall..."

"No..." Peter's young voice breathed across from him, tears brimming, face flushed red and eyes wide on him. "N-No, Harry wouldn't." the skeptical and furiously sharp eyes of his future lifted at the breathed words.

"What? H-He wouldn't?!" He snapped, leaning across the table. "I hear you right, then?"

"Harry wouldn't hurt her...h-he's my best friend-"

"Oh, still in the 'faith in all' phase, huh?!" Peter's older embodiment roared, scoffing loudly, eyes in the Cafe turning to them. "Grow up! He's a self obsessed, spoiled brat! He wants what he wants, and if he can't get it, you'll be damn sure he'll do anything to get it! Trust me, he's got Osborn blood in him, he's a vengeful little shit..."

"No. I-I don't believe you..." Peter's young eyes pricked with tears, sniffing as he wiped them away. Older Parker dryly scoffed.

"It ain't up for discussion! I've seen it once, I've failed her once, I won't do it again, I won't go through it_ again_!" He slammed a hand on the table so hard and so loud that younger Peter jumped, along with half the Cafe. Silence reigned as all eyes trained on the flaring teeth aged Peter. He got up sharply from his chair, the seat scraping it's metal feet backwards on the floor and falling over backwards as he stood. He stepped around the table and pressed his palms into the top, leaning down to his younger form's ears.

"Now, I don't care if you don't believe me, cos _I_ know how goddamn real it is, what a nightmare it is, cos I've lived it!" He hissed loudly, thumping a palm to his leather jacket chest. "I'm gonna make sure you don't have to live it, so_ I_ won't live it again...Cos I damn well won't, and no cops, no army, no Osborn is gonna stop me from saving her this time. Not even my_ "there's good in everyone"_ past." He slammed his hands up off the table and stormed out the Cafe, just as the staff began to meander over, ready to ask him to leave after creating a scene.

Peter's gritty future stomped his boots out the door, lost in his anger as he stormed down the pavement, distressed leather shoulders barraging onlookers. He grumbled and felt his shoulder hit something, hearing a clatter behind him. With fury deep in his throat, he turned, venom on his lips. "Watch wh..."

Gwen was crouching, looping locks of gold behind her ears, grumbling as she picked up sheets of paper in the wind, people never stopping to help, simply leaving muddy footprints on the A4 sheets. Peter's future's eyes widened as he took her in. There she was, alive and well, crouched before him, real and in reach, alive! She was clad in a sandy brown Trench coat, a thick silky blue scarf and figure hugging jeans, dipping into tiny black boots. She was so gorgeous, and so very much alive.

He cleared his throat and bent down, helping pick up the sheets with shaky fingers. "I'm _so_ sorry, I gotta start watching where i'm going. Bit clumsy." Peter chuckled weakly. Gwen smiled and chuckled back, standing with the papers in tight grip, tucking them in her handbag. She stood with a mind clearing sigh, slapping a smile on her face, her huge green eyes sinking deep into the hard brown gaze of the older man.

His eyes brimmed and he sniffed, lifting a sleeve to cover his wobbly lips. Her smile faded as she eyed the man. "A-Are you okay? I didn't hurt you did I?" she asked tentatively. He shook his head and turned, padding away.

"N-No, I hurt you." He breathed to himself, pulling his collar up and turning the closest corner into an alleyway, climbing on spider hooked palms to escape into the shadows, the leather jacket figure swinging on a vine of silver. Gwen just turned the corner to see nothing in the alley but toppled trashcans and hissing stray cats. She bit her lip and dropped her eyes tentatively, shaking her mind clear of the crying older man.

She swallowed her confusion and paced back to the nearby Cafe, stepping passed the queue and into the bustling shop, hearing the clinking of cups and cutlery, the warming scent of pastry and coffee, all enticing her senses. She smiled at Peter sat at their table, but was confused by his downtrodden gaze.

She sauntered her curvy jeans legs down the strip of the shop and arrived at the table. She stood at the table and looked at his distant and glazed stare, daydreaming. She clicked her fingers inches from his nose and he snapped back to reality, lifting his red and puffy eyes to her. Her smile faded and she sat down opposite, handbag settled between her boots.

"Hey, what's wrong?" she leaned across the table, smoothing her fingers across his knuckles. He bit his lip and shrugged, licking the delicate red skin. He wiped his eyes and stared at her softly.

"N-Nothing." He slapped a fake smile on. "N-Nothing at all."

"Peter. I'm no fool, so don't cast me as one." She crossed her arms, leaning back in her chair, silky cyan scarf cupping her chin. "What's up?"

"Honestly, I-I'm fine Gwen." He nodded, gulping hard, throat clicking. "Caramel Latte, right?" He went to get up, but she tugged at his hands.

"Don't. Don't do this again, don't you shut me out." She shook her head, bright and wide emerald eyes crystallizing against his. "Talk to me."

He sighed and deflated. "Okay...Okay. But, Latte first, then explanations...yeah?" He smiled at her weakly. She chuckled and nodded to him.

"That'd be nice. Thank you." He leaned down and pressed his palms to the table, stealing a kiss from her, lifting a hand to cradle her jaw. He pealed away.

"I love you, okay?" he whispered, lost in her eyes, so close to his. She smiled, cupping his cheeks.

"I love you too."

* * *

><p><span><strong>Author's Notes: Oh yeah, plot thickens! I am loving this unique story, hope you guys are too! Let me know in the reviews what you think of this chapter, and maybe even give me ideas as to what you think should happen as the story goes on, and the countdown to her death ticks on and on. Come on guys, we can still save her! - Dave <strong>


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